X-Tail
by Comicfan97
Summary: A certain blue mutant has been pulled from the depths of despair and thrust into a new, magical world where everyone believes he's a demon. Will he make it back home, or will he make peace with this world for Mutant and Human coexistence?
1. Chapter 1

**AN: So, I've decided to expand my portfolio by making an X-Men/ Fairy Tail crossover. I plan on writing this story as well as my current Ben 10/ Fairy Tail crossover. So, updates on both stories might take a while, but bear with me.**

**Now, the adventure begins!**

X-Tail

Ch 1: A Demon Emerges

Part 1

**Xavier Institute 7:00 PM **

It was a quiet night at the Xavier Institute and things seemed to be rather slow. Cyclops and Jean were off on a second honeymoon, Logan and Remy were busy pushing their bodies to the limit in the Danger Room, Jubilee, Rouge, and Storm were busy having a girl's night out, and Hank and Morph were busy in the lab. This left a certain 19-year-old mutant alone in his room, watching TV.

He had blue hair, blue fur, yellow eyes, a pair of fangs, and a devil-like tail. He was about 6 ft tall and he had three fingers on each hand and three toes on each foot. He wore a black bodysuit with a red V-neck design on his chest and an X-Men symbol on his chest in red. This was Kurt Wagner, better known as, Nightcrawler, the teleporting mutant. He'd recently joined the X-Men and was eager to prove himself after the whole church incident where he met Logan, Rogue, and Remy.

Despite his devilish appearance, Kurt is actually a devout Catholic. After his encounter with the X-Men in the church and the revelation of his mother being Mystique, Kurt traveled to live his own life. However, the constant persecution caused him to realize that he should be helping people better understand Mutants. So, after some time had passed, he decided to join the X-Men after Charles Xavier had left the Earth for medical treatment.

Unfortunately, it's been a whole year since Xavier left, and still no word on his condition. This caused the X-Men to inevitably drift further and further apart to the point that they didn't even train together anymore. They were still a fighting force for Mutant's rights, but Kurt lived in fear of Professor X's dream dying. While he never met the man, he idolized his ideals. However all of this uncertainty was soon about to change with one phone call.

The phone had rung in the living room and Kurt eagerly teleported to where it was in a puff of blue smoke.

"_Guten tag_." Kurt said as he answered the phone.

"_Kurt, come down to the lab, its important_." Hank replied.

Without a word, Kurt hung up the phone and teleported to the lab.

'_This is going to be fun._' Kurt happily thought to himself.

**Xavier Institute Laboratory 7:05 PM**

Kurt had easily teleported to the lab and eagerly greeted Beast and Morph. The lab itself was huge with numerous machines and devices.

"Not that I'm complaining, but what's so important Hank?" Kurt said.

He directed his question towards a giant of man. He had blue fur and skin like Kurt, but he was much more muscular, he had blue eyes, and he resembled a gorilla in stature. He was wearing a white lab coat and glasses, patiently reading a book, waiting for Kurt to arrive. This was Dr. Hank McCoy, better known as, The Beast, the mutant powerhouse and genius of the X-Men.

The man next to him appeared to be in his 30's with brown hair and brown eyes. He was wearing a brown trench coat and underneath it was a black body-suit with a gold trim and an 'X' belt buckle. This was Morph, the resident Mutant shape shifter of the X-Men.

"I'm glad you came so soon Kurt. I have something very important to show you." Hank said as he led Kurt further into the lab.

"Should I come too?" Morph asked timidly. Ordinarily, Morph would've followed without hesitation, but he was still a little messed up after the Sentinel mission and his forced betrayal of the X-Men, regardless of his countless hours of therapy.

"I wouldn't have it any other way Kevin." Hank replied as he continued walking.

The trio moved further into the lab until they came across 10 strange devices on the table they had stopped at. The devices were shaped like backpacks, only far more technological than anything Kurt had ever seen before. They were silver in color and each one had the X-Men symbol stamped on the left strap.

"What are these things?" Kurt asked Hank.

"These are Mutant Amplifiers. They're meant to increase a Mutant's powers exponentially to the point they could become Omega-Class." Hank explained.

"Omega-Klasse!? That's the strongest level on Earth!" Kurt yelled in surprise.

"So, these things can make me look like anyone else even better than I already can?" Morph asked.

"Yes. In theory. They still haven't been tested yet." Hank explained.

"So, is that why you asked me here?" Kurt asked. Hank replied with a simple nod.

"But what about me? I'm willing to help too you know!" Morph said incredulously.

"Given your experience with technology Morph, I felt it best to have Kurt test it out first." Hank replied.

"I'm not going to break down again Hank." Morph said stoically.

"Maybe, maybe not. In any case, Kurt will test it out first, and if it's a success, we'll try it out on you." Hank said.

"Okay, but how am I supposed to carry a 50 lb backpack?" Kurt asked.

"It might look heavy, but it's actually made from materials and schematics the Shi'ar gave me. They're no heavier than a feather." Hank replied with a hint of smugness.

"Yeah, except those bird brains still won't tell us what happened to Chucky." Morph said angrily.

"Now Morph, be reasonable. Charles will return. We just need to be patient." Hank said with a small twinge of uncertainty.

While he did his best to take Charles's place, Hank could never reach the X-Men the way that Charles could. He once thought about handing over the Institute to Cyclops or Jean, but they were too different now. Nevertheless, Hank was fighting a long battle, and losing.

Wanting to quell the tension in the air, Kurt lifted up one of the amplifiers with ease and strapped it on. Much to his surprise, the backpack had shrunk to fit his back perfectly.

"So, how does this thing affect my powers? I don't feel anything." Kurt asked Hank.

"All that you need to do is use your powers when you have it on, and you'll be able to teleport anywhere in the world." Hank explained, relieved that the talk was over.

Kurt eagerly grinned with anticipation as he began to activate his powers and disappeared in a cloud of blue smoke, or so he thought. The smoke appeared, but he was still in the lab, much to his confusion.

"Shouldn't I be somewhere else right now?" Kurt confusedly asked Hank.

Hank had gasped in shock that the experiment had appeared to be a failure. The feeling of shock was soon replaced by one of horror as Kurt's body began to glow yellow and the Mutant Amplifier began to spark electricity in all directions. Hank and Morph were absolutely terrified of what they were seeing. They desperately tried to pry off the Mutant Amplifier, but they couldn't even get close enough to reach it.

The electricity had formed a protective cage around Kurt as he desperately tried to escape. He tried to pry off the Mutant Amplifier by himself, but to no avail. His body had become engulfed in pain as he pounded on the electric cage. He couldn't even teleport away from the Institute. That option became null and void as Kurt's body had glowed an even brighter shade of yellow and with one final scream, Kurt disappeared. The only thing left behind was a badly burnt and broken Mutant Amplifier.

"Hank, what just happened to Kurt?" Morph fearfully asked.

Hank had been busy reading the instruments in his lab in an attempt to find Kurt, however, he couldn't seem to locate his X-Men symbol anywhere on Earth. Hank even tried using Cerebro to find him, but he came up empty.

"Hank, is Kurt…dead?" Morph asked.

"No! There's no signs of disintegration where he disappeared. He's definitely alive, but I don't think he's on our Earth." Hank replied.

"What? You mean he's on some alien world somewhere?" Morph asked incredulously.

"No. Cerebro is locked on to all active X-Men signatures. If Kurt was on another planet, Cerebro would've sensed it. I have a rather unpleasant theory on his whereabouts." Hank solemnly replied.

"What kind of theory?" Morph asked.

"I'm afraid that Kurt...is in another universe." Hank replied.

"That's crazy! Have you been hanging around with Deadpool?!" Morph said in disbelief.

"It's not exactly impossible. Kurt's powers enable him to move from a pocket dimension to anywhere else in the world. Maybe the Mutant Amplifier increased his power's range to the point that he actually accessed another universe." Hank explained.

"And I take it you have no idea which one…right?" Morph sarcastically asked.

"Sadly no. I don't know if we can even save him. I'll work on it in the lab 24/7, but in the meantime, console the others. Kurt might be gone for a very long time." Hank said as he walked silently back to the lab.

'_Kurt, wherever you are, I hope you are okay._' Hank thought to himself as the lab doors closed.

**East Forest 8:00 AM**

Kurt had awoken in a strange forest and was currently lying on his back, disoriented and in pain.

'_Wo bin ich?_' Kurt thought to himself as he shakily stood up with his hand on his knees.

Not knowing exactly where he was, Kurt stumbled in a random direction and just kept walking.

'_What is this place? My head is beating like a bongo drum and I don't feel like I'm somewhere familiar. It's like I don't belong here._' Kurt thought to himself.

Before he could inquire further, he saw a giant shadow looming over him and came face-to face with a 20ft tall ape-like creature with green fur, soulless eyes, and a really bad temper.

"I don't suppose you're friendly?" Kurt nervously asked.

"You are not human. Regardless, I bet you taste delicious!" the creature roared as it lunged a powerful right hook into Nightcrawler's chest. He would've been able to avoid that, but in his current state, he didn't have the strength to fight back.

He painfully crashed into a tree, spitting up a little bit of blood in the process. Strangely, when this happened, he felt an intense wave of pain. He tried getting up, but the ape-like creature kept punching him, making a large indent in the tree. Nightcrawler's body was in serious pain, but the creature never let up. Each punch was stronger than the last, and Nightcrawler was reaching his limit.

Before he passed out from the pain, the creature stopped attacking and examined his body. His arms were broken, his chest was horribly bruised, and his legs were twisted. In short, Nightcrawler had seen better days. However, his peace didn't last very long as the creature began to laugh maniacally.

"Pathetic creature! You broke so easily under the might of a Vulcan. You've been tenderized enough. It's time for the main course!" the Vulcan said as it hungrily approached the thoroughly beaten up Kurt Wagner.

'_I can't move and I can't teleport away. I can't believe I'm going to die like this. Please forgive me lord._' Kurt solemnly thought to himself as he awaited death.

The Vulcan's lips were smacking and he was drooling in anticipation as he moved in closer to his prey. He opened his maw and Kurt silently prayed to God as he awaited his fate. Suddenly, the Vulcan was attacked out of nowhere by a young boy with his fist on fire.

He had spiky, pink hair, a black waistcoat with a gold trim, a peculiar white scarf, and knee-length white trousers. He had gray eyes, black sandals, and a strange symbol on his right shoulder in red. This was Natsu Dragneel, Fairy Tail's Fire Dragon Slayer, better known as, Salamander.

"Okay monkey brains, this guy's not on the menu!" Natsu declared as he engaged in a stand-off with the Vulcan.

"Pathetic human! You think you can beat me?!" the Vulcan angrily declared.

"I don't think, I know!" Natsu declared as his cheeks began to puff up beyond human limits.

"**FIRE DRAGON ROAR!**" Natsu yelled as a huge torrent of fire came from his mouth.

'_He's a mutant! Maybe he'll help me._' Nightcrawler thought to himself.

The torrent of fire hit the Vulcan and it badly burned the surrounding areas, leaving the forest that had gotten hit to be burned and charred. This went on for several seconds before the flames died out, leaving only a badly wounded Nightcrawler and a catatonic Vulcan in its wake.

The Vulcan was badly burned to the point that all of his fur had disappeared. His body was in immense pain and he couldn't even speak. The only sounds he could make were pained groans as he collapsed forward and slipped into unconsciousness.

After making sure the Vulcan was down for the count, Natsu managed to grab Nightcrawler and gently carried him bridal style to somewhere he knew he could receive medical attention.

"Thank you." Nightcrawler said as he succumbed to his wounds and fell asleep in his arms.

**AN: And so the adventure begins. So, Nightcrawler is going to join Fairy Tail and he will be paired up with Erza. It will happen, just be patient. So, rate and review, and I'll be back with an update as soon as I can. Also, the German translations in order are 1. Good day, 2. Omega Class, and 3. Where am I?**

**Next time - Ch 2: A Demon Emerges Part 2**


	2. Chapter 2

**AN: So, thank you for the reviews and your support in this story. I've been doing some thinking and I've decided to put my Ben 10/Fairy Tail crossover story on the backburner for now and focus all my time on this story. This doesn't mean I'm quitting on it, it just means that any updates I make will be few and infrequent for now. **

**Also, Nightcrawler will develop magic abilities, but that won't happen until a little later. If you're wondering about my decision, Nightcrawler's only possible defense in Fairy Tail would be using weapons as he is now. That's why I'm giving him an upgrade, but he will still have his teleportation ability.**

**Now, the adventure continues!**

X-Tail

Ch 2: A Demon Emerges

Part 2

**Previously on "X-Tail"**

"_Okay monkey brains, this guy's not on the menu!" Natsu declared as he engaged in a stand-off with the Vulcan._

"_Pathetic human! You think you can beat me?!" the Vulcan angrily declared._

"_I don't think, I know!" Natsu declared as his cheeks began to puff up beyond human limits._

"_**FIRE DRAGON ROAR!**__" Natsu yelled as a huge torrent of fire came from his mouth._

'_He's a mutant! Maybe he'll help me.' Nightcrawler thought to himself. _

_The torrent of fire hit the Vulcan and it badly burned the surrounding areas, leaving the forest that had gotten hit to be burned and charred. This went on for several seconds before the flames died out, leaving only a badly wounded Nightcrawler and a catatonic Vulcan in its wake. _

_The Vulcan was badly burned to the point that all of his fur had disappeared. His body was in immense pain and he couldn't even speak. The only sounds he could make were pained groans as he collapsed forward and slipped into unconsciousness. _

_After making sure the Vulcan was down for the count, Natsu managed to grab Nightcrawler and gently carried him bridal style to somewhere he knew he could receive medical attention._

"_Thank you." Nightcrawler said as he succumbed to his wounds and fell asleep in his arms._

**East Forest 8:30 AM**

Natsu had gently carried the unconscious Nightcrawler and managed to make his way to Porlyusica's house. Natsu hadn't spent much time around her, but he knew that she was a gifted healer and probably Nightcrawler's best chance at surviving. Porlyusica's house appeared to be carved into a giant tree with four windows and a door. There were steps that led to the main entrance and an artificially made path.

Natsu walked up the steps and gently kicked the door a few times in an attempt to get Porlyusica's attention. When that didn't happen, Natsu did the only thing he could do; he kicked the door open and blew it off its hinges.

"What the hell are you doing?!" a feminine voice cried out.

Natsu turned around and came face to face with a slim and tall elderly woman with pink hair, tied in a bun on the back of her head by two large pins with crescent moon-shaped edges, and with two bangs of hair left framing her face. She had red eyes, and a beauty mark located below her mouth, on the left side of her face.

She was wearing a dark green blouse with a tie around the collar, paired with a long matching skirt and simple shoes. Over this, she sported a crimson-colored cape, with a wide collar decorated by massive dragon horn-like decorations protruding outwards, and edges adorned by white, arch-like motifs. This was Porlyusica, better known as Fairy Tail's medical advisor.

"Sorry. I thought you were in the bathroom or something so I kicked the door down to find you. This guy was brutally beaten up by a Vulcan and he needs medical attention." Natsu explained.

Porlyusica stared at the strange boy Natsu was carrying in disbelief. She hated humans, but this creature was unlike anything she'd ever seen before. Out of curiosity, Porlyusica simply forgave Natsu and carried the unconscious Nightcrawler inside her house over her left shoulder.

"Well, come in. This boy needs a familiar face to wake up to." Porlyusica said as she motioned for Natsu to enter with her right hand. Out of concern for him, Natsu agreed and followed Porlyusica inside.

**Porlyusica's House 8:30 PM**

The interior of Porlyusica's house was unimpressive, given its large size. There was only a bed, desk, several stumps, and numerous crates and barrels. There was a large collection of books on shelves that were carved from the tree itself. Currently, the bed was occupied by an injured Nightcrawler with Porlyusica and Natsu watching over him.

Porlyusica had applied all that she knew to help Nightcrawler, and now they were waiting patiently for Nightcrawler to wake up. While they were waiting, Porlyusica and Natsu had begun talking.

"So, do you have any idea who this boy is?" Porlyusica asked.

"No. I was just training in the East Forest when I heard something and found a Vulcan beating up this guy up pretty bad. I don't understand why though." Natsu explained to her.

"Vulcan hate humans like me, the only difference is that they are willing to kill anything that isn't a Vulcan whenever they meet one. This boy definitely qualifies, whatever he is." Porlyusica said.

Suddenly, there was a brief stirring in the bed and Nightcrawler began to open his eyes, but seemed to be struggling.

"He's waking up!" Porlyusica said in surprise.

Nightcrawler opened his eyes and he saw the mutant that saved him and a strange woman he'd never seen before. He guessed that she was his doctor or something, but as he looked around the room, he saw it was very primitive compared to home.

"Thank you." Nightcrawler said to both of them as he examined his body. All of the injuries he'd sustained from that Vulcan had healed up instantly. He didn't even feel sore or woozy anymore.

"It was no trouble but, would you mind telling us who you are?" Porlyusica asked.

"My name is Kurt Wagner and I'm a mutant." Nightcrawler said, not seeing the harm in telling her. It wasn't as if he had a secret identity; he was pretty obvious to spot in a crowd.

"What's a mutant?" Porlyusica and Natsu asked simultaneously.

"You're kidding me right?" Nightcrawler asked incredulously. "After all, you are a mutant, my fire breathing friend." Nightcrawler said, referring to Natsu.

"Sorry to burst your bubble Kurt, but I'm a wizard." Natsu replied confusedly.

"Seriously? So, there aren't any mutants here?" Nightcrawler asked.

"I've never heard of any cases like that. Tell me, where do you come from?" Porlyusica asked.

It was then that Nightcrawler began to connect the dots. He was in a place where humans still believed in magic, creatures like that Vulcan were a common occurrence, and that the medicine was very primitive. Nightcrawler had somehow been transported to another universe!

"I have an idea, but I don't think you'll believe me." Nightcrawler said.

"Try me." Natsu and Porlyusica said.

"I'm from another universe." Nightcrawler said stoically.

"WHAT?!" Porlyusica and Natsu asked in disbelief.

"How do you even know that?!" Porlyusica asked nervously. Strangely, she was visibly trembling in anxiety, much to Natsu's confusion.

"Where I come from, everything that we know of comes from science. Also, magic does exist in our world, but the users need mystical artifacts and/or intense training to use it. However, there are people born with powers, people like me." Nightcrawler explained.

"What do you mean by that?" Natsu asked.

"In my world, these people are referred to as mutants. The world hates and despises us because we look different and we have different abilities than any other human. I'm part of a team that dreams for a world where mutants and humans can live in peace and harmony." Nightcrawler explained.

"So, these 'mutants', do they all look like you?" Porlyusica asked, much more composed.

"No. Some mutants look no different than humans, but some mutants are so advanced in their state that they don't even look human, like me." Nightcrawler explained.

"So, what causes someone to become a mutant?" Natsu asked.

"First off, you can't become a mutant; you have to born as one. Secondly, a mutant is formed from a extra gene, which is known as the 'X-Gene'. " Nightcrawler explained, slightly offended by Natsu's ignorance.

"Genes? You aren't even wearing pants. You're wearing a weird bodysuit." Natsu said obliviously.

"Not those kinds of jeans. Genes are what make up every living creature in my universe. From these genes, we receive our hair color, eye color, life expectancy, and much more. However, in the case of mutants, we have an extra gene that causes us to obtain strange abilities, strange powers, or both. In my case, both." Nightcrawler explained.

"So, this team you were on, they only wanted to be treated as the equal of humans?" Porlyusica asked. Nightcrawler replied with a simple nod.

"Sounds like your universe is the complete opposite of ours. Wizards aren't persecuted for their talents. We're sought out from our guilds to provide services that other people can't. Depending on the mission, the reward is either Jewels, the money in our world, or a special item, or in some cases, both." Natsu explained.

"Sounds to me like you only help people if there is a reward involved." Nightcrawler accused.

"That's not true! Magic Guilds are meant to help people! We just can't help everyone." Natsu said, offended by Nightcrawler's accusation.

"Sorry. When you put it like that, I guess guilds are like a team of superheroes, only with money." Nightcrawler said, apologizing.

"So, tell me Kurt, what do you plan on doing now?" Porlyusica asked.

"Well, I don't have a home to go back to since the way I got here was pretty much a one-way trip." Nightcrawler explained.

"Exactly how did you get here?" Porlyusica asked.

"I was testing out an invention made by our team genius. It was supposed to increase my powers to the highest point, but it malfunctioned and brought me here." Nightcrawler explained.

"What exactly are your powers?" Natsu asked excitedly.

"In addition to my advanced acrobatics and my ability to climb on walls, I also have a prehensile tail and a teleportation ability." Nightcrawler explained.

"Teleportation?" Natsu and Porlyusica asked.

As if right on cue, Nightcrawler disappeared in a puff of blue smoke and re-emerged behind them.

"That is teleportation. I need only think of a place within reason I want to be and I am there." Nightcrawler explained.

"So, exactly how did you do that? Porlyusica asked in disbelief.

"I just told you. However, it is not perfect. If I'm not familiar with where I'm going, I could easily wind up inside a wall." Nightcrawler explained.

"That sounds awesome!" Natsu eagerly said.

"Regardless, do you have any plans to find a way back home?" Porlyusica asked.

"No. There really isn't anything left for me there anymore." Nightcrawler solemnly said.

"What?! What about your team?!" Natsu asked angrily.

"The X-Men will be fine without me. There really isn't a point to go back without our leader." Nightcrawler said.

"What happened to your leader?" Porlyusica asked.

"The X-Men were made for the pursuit of mutant rights. There were formed by our leader, Charles Xavier. He was a gifted mutant telepath, the best one on the planet, but I never knew him." Nightcrawler explained solemnly.

"Why? Did he die or something?" Natsu asked.

"No, but he might as well have. Professor X was badly injured in an anti-mutant attack and was barely clinging to life. In order to save him, Magneto, Charles's best friend and enemy, sent out a distress signal using a combination of their powers to contact the Shi'ar, an alien race. They took Charles off world for treatment, but he hasn't come back. As a result, there was low morale and the team just drifted further apart." Nightcrawler explained.

"So, do you think you'll find a home?" Natsu asked.

"I don't know." Nightcrawler said.

"Then, why don't you stay with Fairy Tail?" Natsu asked warmly.

"Are you serious!? Makarov would take in anyone, but he doesn't even look human!" Porlyusica said incredulously.

"Maybe so, but gramps wouldn't turn his back on anyone. You of all people should know that better than anyone else." Natsu said stoically.

"I don't have anywhere else to go, so I guess I can take you up on that offer." Nightcrawler said.

"Then welcome aboard Kurt!" Natsu cheered as they left Porlyusica's house.

"Makarov's going to die of a heart attack when he sees him." Porlyusica mused as they left.

**Magnolia 9:30 PM**

Magnolia appeared to be a moderate sized town from the 1920's. None of the buildings were higher than 2 or 3 stories and they were packed fairly close together, which made the large cathedral even more impressive. Kurt was glad to see a familiar building in this universe.

'_At least one thing here doesn't change._' Kurt thought to himself.

As they made their way to Fairy Tail, Nightcrawler told Natsu about all the adventures he had as a member of the X-Men, including his codename. However, there wasn't much to tell except for the monastery incident and the attack on The Friends of Humanity, a racist group dedicated to killing all mutants.

As they continued walking, Kurt's appearance had frightened some of the people who were walking around at night, despite the darkness. They were trembling in fear and calling him a demon. Natsu wanted to punch them out for saying those kinds of things, but Kurt stopped him. He was used to being persecuted back home and managed to calm Natsu down.

They soon arrived at a building shaped like a pagoda, next to a large lake that also functioned as a port. The front had a large, red banner with the silhouette of a fairy with a long tail in white. It was then that Kurt had noticed that the same symbol was on Natsu's shoulder in red.

'_Menschen bekommen Tätowierungen hier?_'Kurt thought to himself as they entered the building.

"Hey everyone, I'm back, and I brought a friend." Natsu declared.

The entire guild cheered, only to stop abruptly when they saw Kurt arrive shortly after Natsu. They were petrified at his appearance to the point that they were afraid to even talk. At this point, Kurt needed to break the ice.

"Hi, I'm Kurt Wagner." Nightcrawler said as friendly as he could.

Despite that, the entire guild was thrown into chaos by his appearance. They were yelling uncontrollably in fear, but two of them had stood their ground to fight Kurt.

One of them was a giant of a muscular man wearing a buttoned up blue coat, white pants, and wooden sandals. He had spiky white hair with a visible scar across his right eye and right cheek. This was Elfman Strauss, the manliest man in Fairy Tail.

The other was an 18 year-old boy with black hair wearing black pants, black shoes, and a long white coat. This was Gray Fullbuster, Natsu's childhood rival and resident Ice-Make wizard, who was strangely scowling even more than Elfman was at Kurt.

"You got some nerve kid! A real man doesn't scare innocent people!" Elfman proudly proclaimed.

"Filthy demon. Are you a servant of Deliora, sent to free him!? If you are, you're going to die!" Gray angrily declared.

"Wait guys! You have it all wrong! He's a…" Natsu said before he was rudely interrupted by Gray.

"Can it flame-brain! He obviously has you under some sort of mind control! He's just a heartless demon!" Gray angrily accused.

"Enough talk! It's time to show this guy how real men fight!" Elfman declared.

"I couldn't agree with you more!" Gray said.

"Wait! Please! I'm not your enemy!" Kurt said.

Before things could escalate any further, the entire guild resonated with a booming voice. "**WHAT IS THE MEANING OF THIS?!**"

The entire guild and Kurt had looked up to see a short, bald man with thinning white hair on his head and a moustache on the second floor. He wore something akin to a jester's hat that was orange with blue stripes with a matching jacket and pants with a white undershirt. He looked to be old with his wrinkled skin, most likely in his 80's. He was also holding a cane with a pink smiley face on it. This was Makarov Dreyar, the 3rd guild master of Fairy Tail.

"Master Makarov! Thank Mavis you're here! Let's kill this demon!" Gray excitedly said.

"You will do nothing of the sort Gray!" Makarov angrily declared. "That goes for you too Elfman!"

"But, master…" Elfman and Gray said.

"Enough! The boy will state his case and then we will decide what needs to be done. We aren't animals Gray!" Makarov reprimanded.

Gray and Elfman were stunned to the point that they simply complied and let Makarov talk to Kurt, much to their chagrin.

"Now, who are you stranger?" Makarov asked calmly.

"My name is Kurt Wagner, and I'm from another universe." Kurt said stoically.

"WHAT?!" the entire guild cried.

"It's a long story." Natsu said.

**Fairy Tail Guild 12:00 AM**

It had taken a little time, but the majority of the guild was convinced about Kurt's origins. Needless to say, they were still dumbfounded by his tale. Even Elfman had believed him, but not Gray.

'_There's no way this kid's human. He's just a filthy demon no matter what he says. I don't trust this guy._' Gray thought to himself.

After composing himself, Makarov cleared his throat and asked as calmly as he could "So, what do you plan on doing now?"

"Well, I was hoping to stay at Fairy Tail for a while. That is, if you'll take me." Nightcrawler said sheepishly.

"Very well. You may stay with us for the time being." Makarov said nonchalantly.

"Master, you can't be serious! He's a demon!" Gray yelled incredulously.

"Gray! He's a stranger in a strange land. He needs to be in a hospitable environment for now. Fairy Tail doesn't turn its back on anyone who comes to us for help." Makarov said.

"As much as I hate him for scaring the guild and my sister, he's a real man in my book." Elfman said, giving Kurt a thumbs-up.

Soon, the entire guild went into murmurs of acceptance, leaving Gray as the only one not accepting of Nightcrawler.

"Well, it's pretty late. Time to go home everyone." Makarov said as he directed the guild members out for the night, excluding Nightcrawler. However, before he left, Gray shot a very angry look at Nightcrawler with his eyes saying, "I'm going to kill you."

Needless to say, this bothered Nightcrawler, but he shook it off, said goodbye to Natsu, and went into an empty room meant for guests of the guild. As soon as he turned off the lights in his room, Nightcrawler went into his bed and peacefully drifted off to sleep.

**Fairy Tail Guild 3:45 AM**

Nightcrawler had suddenly awoken and heard a rustling from the second floor. He thought it was some robbers, but it turned out to be a small, blue cat with a green backpack strangely flying and taking a poster from the second floor. Nightcrawler had learned that all requests on that board were meant for S-Class wizards only.

The only S-Class wizards he'd heard of were Erza, Laxus, Mystogan, Gildarts, and formerly, Mirajane. They were all human, so this naturally got Nightcrawler's curiosity piqued and silently followed the cat under the cover of night.

'_Das wird Spaß Machen_.' Nightcrawler thought to himself.

**AN: So, Nightcrawler has not yet officially joined Fairy Tail, but he will after the events of the Galuna Island arc, where he will learn magic. Also, if you're wondering about Gray's attitude towards Nightcrawler, remember, Gray still hasn't gotten closure on Ur yet, so he's still a little sensitive when it comes to anything demon-related.**

**So, rate and review, and I'll be back with another chapter as soon as I can. Also the German translations in order are 1. People get tattoos here? And 2. This is going to be fun.**

**Next time- Ch 3: Galuna Island Part 1 **


	3. Chapter 3

**AN: So, thank you very much for your reviews and your faithful support for this story. I've been doing some more thinking and I've decided to post a poll on what you, my fellow members, think should be Nightcrawler's magic by the end of the Galuna Island arc. The poll will be up until the end of October, so make your vote count as fast as you can.**

**Now, the adventure continues!**

X-Tail

Ch 3: Galuna Island

Part 1

**Outside of Lucy's Apartment 5:00 AM**

Nightcrawler had silently followed the little, blue cat all the way to a strange building. He wasn't surprised to find Natsu there. During their talk on the way to Fairy Tail, Natsu mentioned a few of his exploits; which included defeating a misogynistic imposter, aiding in the arrest of Duke Everlue, and assisting in destroying a giant demon known as Lullaby. Natsu had also mentioned Lucy, Erza, and Happy; other members of his team that he'd yet to meet. He'd already been introduced to Gray, but he sensed that he had a good heart.

Nightcrawler had been dealt an even greater surprise when he saw a young girl with them. She had long, blond hair that went all the way to her back, with a red ribbon tied to left side and brown eyes. She was wearing an orange tank-top with a white trim, a blue jean skirt, a red belt, and red sandals. She also had a brown pouch with a strange set of keys on her left hip and a black whip on her right hip. Her guild mark was stamped on the back of her left hand in pink. This was Lucy Heartfilia, a member of Natsu's team and the newest member of Fairy Tail.

Nightcrawler had also gotten a better at the blue cat he'd seen with the green backpack. He had a white underbelly, black eyes, pointy ears, and a blue tail with a tuft of white at the end. He also had pink paws and a strange, light blue blush on his cheeks. The strangest part was that the cat had actually sprouted white wings from his back and he was using them to fly! This was Happy, Natsu's best friend.

'_Katzen können fliegen?_' Nightcrawler thought to himself.

Still using the shadows as cover, Nightcrawler kept his distance as he saw Natsu, the cat, and the girl talking enthusiastically. The girl now had the flyer that was in the cat's paws and Nightcrawler could hear he mention something about a gate key. Finally, Nightcrawler's curiosity had been aroused enough to intervene.

"Okay, what's going on?" Nightcrawler said from the shadows.

The sudden voice had surprised Lucy to the point that she landed on a nearby cactus and was visibly screaming in pain as she frantically tried to remove it from her buttocks. Natsu and Happy on the other hand looked wary.

"Who said that?" Happy asked confusedly.

"The cat can talk?!" Nightcrawler said incredulously.

"Or course he can talk. Happy's my best friend. Is that you Kurt?" Natsu asked still looking around for the voice.

"Of course it's me. I'm standing in the shadow of the tree in front of you." Nightcrawler responded honestly.

"I'm sorry Kurt. I can hear you, but I can't see you." Natsu replied.

Nightcrawler had suddenly moved away from the shadow of the tree and could tell that they could see him now, given Happy's expression at seeing him and Lucy's abrupt stop at getting the cactus off of her butt.

"How'd you do that?" Natsu asked excitedly.

"Oh, sorry. I forgot to mention that my body can blend with the shadows to the point that I appear to be invisible under them. Cool right?" Nightcrawler explained.

"Wow. No wonder why the X-Men called you 'Nightcrawler'." Natsu said in an impressed voice.

"Actually, it comes from my days in the Munich Circus as 'The Amazing Nightcrawler.'" Nightcrawler explained fondly.

He was suddenly pulled from his conversation by the startled expressions of Happy and the blond girl. He didn't want to risk scaring them like he did the others at the guild. In fact, there was hardly anyone at the guild when he arrived so, there were still numerous members he hadn't met yet. He had to plan what he was about to say with absolute cunning.

"Hi." Nightcrawler simply said.

Despite his attempt, Happy and Lucy had gone into a maniacal state of panic and simply ran, or in Happy's case, flew, around in a giant circle screaming their heads off. Not wanting to cause a scene, Natsu bonked Lucy and Happy on their heads, which knocked them out instantly with big, red bumps on their heads. Fortunately, no one had awoken from their slumber.

Lucy was the first to awaken, but instead of hitting Natsu back like she normally would've, she was trying not to wet herself in the presence of Nightcrawler. Happy had a similar feeling when he woke up and trembled in silent fear with Lucy. Finally, Lucy mustered up all of her courage and spoke.

"A-are you going to eat us Mr. Demon?" Lucy fearfully asked.

"No. My name is Kurt Wagner and I'm not a demon." Nightcrawler honestly replied.

"Then, why do you look like a d-demon?" Happy timidly asked.

"He's a mutant from another universe. Try to keep up guys." Natsu bluntly explained.

"What?!" Lucy and Happy cried out incredulously.

"I'll tell you about it later, but I have two very important things that need to be done right now." Nightcrawler said.

"_Fräulein, es ist ein Kaktus auf den Hintern_' Nightcrawler said in his native tongue.

"Huh?" Lucy asked in confusion.

"Oh, sorry. I forgot you don't speak German here. I said 'Miss, there is a cactus on your butt.'" Nightcrawler explained.

In that very instant, Lucy had begun to yell in pain as she desperately tried to get the cactus off of her butt. Unable to see a girl in pain, Nightcrawler merely teleported and easily pulled off the cactus from a running Lucy and returned it to where she sat on it. However, she was unaware of this and continued to run as if the cactus was still on her butt for several minutes before she realized it was off.

Her realization had come at seeing Natsu and Happy uncontrollably laughing at the display. Kurt only had a small smile, but was still mildly amused by her display. She swiftly beat up Natsu and Happy, but she didn't attack Kurt out of wariness.

"Now that that's done, would you mind showing me what you have in your hands miss?" Nightcrawler asked.

This caused all of Team Natsu to return to reality with a frantic Lucy explaining, "N-nothing! We weren't doing any job request!"

"I never said you did, miss." Nightcrawler smugly said.

"Great job Lucy. You spilled the beans." Happy said insensitively.

"Actually, I saw you take the job request Happy. So, it's actually your fault." Nightcrawler said.

This news caused Happy to pale and he solemnly went into a nearby corner in shame and humiliation.

"Why are you guys doing this? Last I heard, none of you guys are S-Class wizards." Nightcrawler said in exasperation.

"Yeah, but if we complete an S-Class quest, gramps will promote us for sure!" Natsu replied determinedly.

Nightcrawler took a long sigh, never breaking eye contact with Natsu. Nightcrawler turned to a still timid Lucy and gently held out his hand.

"Please, show me what you were going to do." Nightcrawler said gently.

Lucy was still trembling in fear, crumpling up the paper in the process.

"Trust me. I'm not your enemy Lucy." Nightcrawler said warmly.

In awe of his demeanor, Lucy willingly handed the paper to Nightcrawler. He read the job description; in big, bold letters were the words '**HELP US**', asking the wizard to lift the curse off of a place called Galuna Island. Apparently it had been going on for three years, much to Nightcrawler's disgust.

These people were in need of a savior and they were suffering. The day he became an X-Man, Nightcrawler vowed to help anyone who needed it. These people had suffered for too long, and maybe God was testing him at this moment to see what he'd do next.

"Okay, I'm in." Nightcrawler seriously said.

"What?!" Natsu, Happy and Lucy exclaimed in shock.

"These people need a savior, and with God as my witness, no one else will suffer on that island." Nightcrawler replied stoically.

"Wait, you're not interested in the reward Mr. Nightcrawler Demon sir?" Lucy asked

Kurt scanned the bottom and found out that the job paid 7 million jewels and a golden Zodiac key.

"Call me Kurt, and no, I'm not interested. The safety of the people always comes first for a member of The X-Men." Nightcrawler explained.

"So, you just want to help because it's the right thing to do?" Lucy asked confusedly.

"Of course. God never asked for anything in return for his miracles, so why should I?" Nightcrawler warmly replied.

Without further hesitation, Natsu clapped Nightcrawler on the shoulder and proudly said; "Welcome to the team!" as he tried to hold back his tears from Nightcrawler's speech.

**Fairy Tail Guild 8:30 AM**

The morning had begun and the vast majority of the guild was present. Makarov was enjoying his morning coffee when he suddenly approached by a young woman.

She had long white hair, blue eyes, and she was wearing a simple red, sleeveless dress that contained her impressive 'assets'. This was Mirajane Strauss, former S-Class wizard and current head waitress of Fairy Tail.

"Master, I have really bad news. One of the S-Class quests is missing!" Mirajane said worriedly.

Makarov took a long sip of his coffee before he spit it out in shock. He went into a mild coughing fit before he turned around.

"What?!" Makarov yelled in surprise.

Unfortunately, the entire guild was in earshot of the conversation and they panicked when they heard Mira's news.

"Say what?" a brown-haired man in a green shirt and brown pants with a cigarette in his mouth, named Wakaba, said, "One of the S-Class quests is missing?"

"Who would be willing to something like that if they aren't S-Class?" a man with purplish-black hair wearing a white coat and dark pants, named Macao, asked.

"Someone really smart or really stupid. Whatever. I need to pinch a loaf." A bespectacled purple haired girl named Laki said as she walked away, uninterested.

"I know who it is." a deep, masculine voice said from the second floor in a wooden chair; the others looked up to see a muscular young man with spiky, blond hair, spiked headphones over his ears, and a lightning bolt over his right eye. He was wearing a leopard-print shirt with burgundy pants and gray shoes. He was strangely draped in a gray fur coat. This was Laxus Dreyar, an S-Class wizard and Makarov's grandson. "I saw a blue cat fly up and rip the job from the wall."

"It was Happy?" Mira asked. "That means Natsu was behind it!" Mira yelled in concern.

"Laxus, you mean to tell me that you saw Happy take an S-Class quest and you did nothing to stop him!?" Makarov said as he shot daggers at his grandson, who only smiled smugly.

"Hey, all I saw was a blue cat gramps. I had _**no**_ idea it was Happy." Laxus said, although his smirk suggested otherwise.

"By the way, I think I had one too many last night, but I also saw a weird, blue guy with a tail follow Happy."

"Kurt went with them too!? Makarov yelled as he cursed unintelligibly. "Is he insane?! He almost died at the hands of a Vulcan! He's going to get himself killed!"

"Hey, wait a minute. I think I saw Natsu go to Lucy's apartment last night. Maybe she went with them!" Macao said.

"Laxus, how could you let them go?!" Mirajane reprimanded; resisting the urge to kill Laxus.

"Hey, Natsu isn't cleared for S-Class quests. I _**never**_ dreamed he'd break the rules like that sweetheart. Besides, he's probably going to get himself killed so it doesn't even matter, right baby?" Laxus replied, giving a small chuckle at the end.

Everyone was absolutely furious with Laxus; they knew he was lying. However, they were more concerned with him allowing a guest of the guild to go on an S-Class quest, especially one who couldn't handle a Vulcan. Mirajane let Laxus know this with a serious glare that would make even Erza wet herself.

Laxus was unnerved by this, but he managed to play it cool and gave a warm chuckle. "I haven't seen that look in a while, sweet cheeks." Despite her current attitude, when Mira was an S-Class wizard, nobody messed with her. The ones who did were battered, bruised, and needed a change of pants afterwards.

Despite the current tension, Makarov decided to get back to the matter at hand. "This is very bad Mirajane. Which job was taken?"

Mira came back to reality and regained her original, worried attitude." It was the Galuna Island job."

Everyone in the guild went into a panicked frenzy. The Galuna Island job was left alone for a reason; anyone who set foot on that island would never return.

"Laxus!" Makarov yelled, "Bring those fools back here at once!"

"Yeah right, Gramps." Laxus scoffed, "Everyone at Fairy Tail is supposed to look out for themselves, right?"

"I don't care how you feel about Natsu!" Makarov snapped in utter rage, "The fact is, you're the only person strong enough to bring them back alive by force!"

"Sorry master, but I've got to disagree with you there. I'll bring them back." Gray said stoically with a fire in his eyes.

"Can I trust you to keep Kurt okay, Gray?" Makarov asked, knowing of their unfortunate meeting.

"I'll try not to break anything." Gray replied as he ran off to find them; only to be smiling maliciously as he ran the other way.

'_Demon boy's going right back to hell.'_ Gray thought to himself.

**Hargeon 9:00 AM**

Kurt, Natsu, Lucy, and Happy had taken their first steps in the lovely city of Hargeon. Hargeon was a 1920's port city and the most beautiful in all of Fiore. It was more known for fishing than magic and it only had one magic store. Coincidentally, it is also where Natsu and Happy met Lucy.

"Oh, wow. It seems like only yesterday that I met Natsu and Happy here." Lucy nostalgically said with a smile.

"It was practically yesterday, remember? You don't have to act all mushy. It gives me a stomachache." Natsu grumbled.

"Aye sir! She sounds like an old lady." Happy teased, only to get a glare from Lucy.

"Well, now that we're here, let's find a boat to take us to Galuna Island." Nightcrawler said.

"Are you crazy?! Forget a boat, let's just swim there!" Natsu yelled.

"Why? Are you afraid of boats, Natsu?" Nightcrawler asked innocently.

"No, it's because Natsu gets super motion-sickness. Didn't he tell you?" Happy asked.

"No. I didn't because it's embarrassing!" Natsu yelled, which made Happy hide behind Lucy in fear.

"There's nothing to be embarrassed of Natsu. Everyone has their faults." Nightcrawler said comfortingly.

"Thanks Kurt, but it still doesn't change anything." Natsu said despairingly.

"Sometimes, we all need to do things we're uncomfortable with. The only thing we can do is just steer into the skid and hope for the best." Nightcrawler warmly said.

"Okay, let's find a boat." Natsu said, much more composed, but still looking queasy at the shipyard.

"Hold it! There's one really important thing we have to do before we get on a boat!" Lucy yelled seriously.

"Oh geez, you should've used the bathroom _**before **_you came with us." Happy said.

"No! It's about Kurt." Lucy said, unaware of the smile Nightcrawler now had for her using his real name.

"What about me?" Nightcrawler asked innocently.

"You need new clothes!" Lucy said in a rather giddy tone.

The sudden proclamation had caused the boys to fall over in exasperation. They quickly composed themselves and wiped the dirt from their clothes, or in Happy's case, fur.

"That's the really important thing we have to do?" Natsu asked incredulously.

"I'm guessing this has something to do with my appearance doesn't it?" Nightcrawler said with a sad sigh.

"Sorry Kurt, but we can't have you scaring away potential boaters. You understand, right?" Lucy said as gently as she could.

"I get it. So, where's the closest clothing store?" Nightcrawler asked eagerly.

**Hargeon Docks 10:03 AM**

After getting some new clothes, Nightcrawler and his amazing wizard friends, set off to find someone to take them to Galuna Island. Nightcrawler was now wearing a red hoodie, which fortunately concealed most of his face and blue jeans, with a hole for his tail. His tail had managed to pass off as a belt, much to his relief. Unfortunately, he was barefoot since none of the shoes could fit him, but they remedied that problem by staying close together, making sure no one saw his three-toed feet. His three-finger hands were safely tucked away in the pockets of his red hoodie. The store clerk had generously given the clothes to him for free out of fear; much to Nightcrawler's chagrin.

Unfortunately, their mission had apparently reached a dead end. They talked to every boater, but they instantly bailed when they mentioned Galuna Island. Their hope was dwindling as they came to a boater with a brown moustache and a bandana over his head. He was strangely wearing a light brown cloak that concealed most of his body.

"Galuna Island?" he asked after hearing their request, "Sorry kids, but not even pirates would go there."

"Apparently, Natsu's plan is the best; looks like we're swimming after all." Nightcrawler begrudgingly admitted, much to Natsu's happiness.

"We're not swimming, guys!" Lucy yelled incredulously.

"Hey, wait. Didn't you mention that you can teleport?" Happy asked Nightcrawler, referring to the conversation they had on the way to Hargeon.

"Yes Happy, but the most I have ever gone is two miles, and that's by myself. Not knowing where the island is also a problem because we could teleport all over Earth-Land and never find it." Nightcrawler bluntly explained.

"I found you!" a familiar voice said from behind the group, scaring them. The man behind them was none other than Gray, with a very pissed off look focused on Nightcrawler.

"What are you doing here!?" Natsu angrily demanded.

"Gramps found out about your stupid scheme and told me to bring you back." Gray answered, never taking his eyes off Nightcrawler.

"Why? We aren't in danger yet." Natsu whined like a child.

"If you and Demon Boy come back, you guys might not get kicked out of the guild." Gray said, still angrily looking at Nightcrawler.

"Kicked out of Fairy Tail!?" Lucy cried out.

The sudden news of their possible expulsion made Nightcrawler's stomach churn. Makarov had told him the night he came here that Fairy Tail was like family. The equivalent in a family would be getting disowned.

"Guys, if this is going to get you in trouble, you should probably head back. I'll go to Galuna Island, alone." Nightcrawler said stoically.

"What?!" they all cried out, even Gray.

"Kurt, you can't be serious! You'll get yourself killed!" Natsu yelled concernedly.

"I don't care. These people have been suffering for too long. Even the angels need a sharp sword." Nightcrawler replied.

"Yeah right. You just want to go there and make everything worse! That is all your filthy kind is good for!" Gray angrily accused.

"There's no way in hell I'm letting you go alone. We're all going on this S-Class quest!" Natsu determinedly shouted.

"You're out of your league Demon Boy," Gray argued, then his face turned white with fear, "When Erza finds out about this, she's going to be so mad…"

Nightcrawler had noticed that Natsu had now broken into an uncontrollable sweat at the thought of an angry Erza. Nightcrawler had remembered that Happy told him that Erza was the strongest woman in Fairy Tail and that she was willing to get into fights, which was bad news since S-Class wizards are strong enough to destroy buildings.

Nightcrawler had lost his train of thought when Happy flew onto Gray's shoulder. "Help me, Gray; I didn't want to go along with this, but they forced me!"

"You little liar!" Lucy yelled incredulously.

"I'm going to prove myself, so either get on board, or get out of the way!" Natsu argued.

"Makarov told me to bring you guys back," Gray said, "And I'll drag you guys back to the guild in wheelchairs if I have to!" a spiked ball of ice grew out of Gray's hand, "I don't mind hurting you, but I'm going to enjoy beating the crap out of that demon!"

"I'd like to see you try!" Natsu said as his fist had become engulfed in flames.

"Pardon my intrusion, but you children wouldn't happen to be wizards? Did you come to lift the curse on Galuna Island?" the man interrupted, drawing all of their attention to him.

"Yep!" Natsu replied enthusiastically with Nightcrawler giving a simple nod.

"Umm… yes?" Lucy answered, less sure of herself.

"Not going to happen!" Gray yelled incredulously.

"Get in." the man said, gesturing to his boat.

"No way!" Gray moved to grab Nightcrawler, but Natsu intervened and punched Gray in his lower abdomen, knocking the wind out of him and stunning him. Natsu took the opportunity to get a coil of rope from his backpack and quickly tied up the incapacitated Gray.

"Okay, let's go!" Natsu yelled happily as he threw an unwilling Gray on the boat.

"Uh, Natsu, thanks for the save, but did you have to tie him up?" Nightcrawler asked.

"We can't risk him going back to the guild until we finish the job. Besides, if Gray comes back empty-handed, they'll send Erza and we're dead!" Natsu said.

The threat of Erza had made Lucy and Happy jump into the boat, with Nightcrawler following, but still pondering on exactly why Erza had frightened them so much.

**Open Waters 10:00 PM**

The first few minutes of the boat ride had been uneventful and spent in uncomfortable silence. Gray had shortly recovered, but his hands were tied up by Natsu so that he couldn't use his magic. Natsu had been blowing chunks the entire time over the edge of the boat. Lucy was looking rather uncomfortable and crossing her legs together. Happy was comforting Natsu by patting him on the back.

Finally, Nightcrawler couldn't take the silence anymore. "Hey, Happy, I know that Erza frightens you and everyone else, but why? What sort of magic does she use?"

"She uses a type of magic called Re-quip, and she can use that magic to swap out her weapons and armor from a pocket dimension. A lot of wizards can do it with weapons or clothes, but Erza is the only one who can use it for her armor too. All of her armor has some sort of incredible magic ability for almost any situation!" Happy explained

'_Almost like me, except I can only pass through my pocket dimension_.' Nightcrawler thought to himself. He then later noticed that Happy reminded him of those little versions of him he'd encountered a few months before he arrived in this universe.

'_No wonder why I like this cat._' Nightcrawler happily thought to himself.

The rest of the time was devoted to small talk, with Nightcrawler noticing that the captain hadn't stopped looking at him since he got on board. This caused Nightcrawler to look away more, only to still feel the captain's gaze burn through his very soul.

'_Why is he staring at me? Is it possible that he thinks I'm a demon too?" _Nightcrawler asked himself.

Nightcrawler then noticed Lucy fidgeting in her seat with her hands on the crotch of her jean skirt. He then remembered that Lucy hadn't relieved herself, unlike the rest of them who simply relieved themselves in the ocean. She must've been holding it in and waiting for Galuna Island before she relieved herself. However, Nightcrawler couldn't bear to see her in so much pain and gently approached her, before taking the seat on her right.

"Hey, do you need to relieve yourself?" Nightcrawler asked.

Ordinarily, Lucy would've reprimanded him for this, but her bladder had swelled up to the size of a beach ball. The pain was so great that she could only respond with a nod and a hearty blush on her cheeks. She looked like she was going to cry any minute.

"I know that you want to wait for a toilet, but you look like you're going to pop any second, so please relieve yourself. I'll make sure no one looks at you." Nightcrawler warmly said.

In desperation, Lucy quickly agreed with a nod and shakily removed her pink panties before crouching down on the side of the boat, making sure that everyone was looking away, with the exception of Natsu who was too busy vomiting to notice. As soon as the check was done, Lucy released an enormous amount of urine into the ocean.

Lucy felt an orgasmic relief as she emptied the humongous stream from her rock-hard bladder. She actually felt good as she released her golden waters, adding to her embarrassment of relieving herself in front of boys. Finally, the stream ended and she cleaned herself up using the emergency toilet paper she kept in her back pocket before pulling up her panties and telling them it was okay to look again.

At long last, they spotted an island in the distance, but it didn't look that impressive.

"So, why are you helping us?" Gray said to the captain.

"My name is Bobo, and I was once a citizen of Galuna Island." The man explained.

"Why, what happened?" Nightcrawler asked.

"I had to flee; I couldn't take it anymore. I should warn you, suffering befalls anyone who sets foot on Galuna Island, unless you wizards can lift the curse." Bobo said, never looking up.

As if right on cue, Bobo had lifted his cloak to reveal his left arm. It appeared to be covered in some sort of exoskeleton, and it was clearly not human.

"This is the curse of a demon." Bobo elaborated.

"I bet you know something about it, don't you?!" Gray said, referring to Nightcrawler.

"We're almost there." Bobo said, distracting them from their conversation.

As they got closer, they had seen the island glowing an eerie purple. Something about the glow unnerved Nightcrawler to no end. However, Lucy was the one who asked the question on everyone else's mind.

"Guys, why is the island glowing?"

Wanting to ask Bobo, Nightcrawler turned to find him, only to ask a very unsettling question himself.

"Uh, guys, did anyone see Bobo leave?"

They had looked all over the boat and over the edge, but it was as if the man had vanished out of thin air!

"Does anyone else hear that noise?" Lucy fearfully asked. Nightcrawler's enhanced senses allowed him to hear something akin to flowing water, but it was different than the ocean water. It was as if water was flowing away.

"Look out!" Gray shouted. The others turned to see, to their shock, a massive tidal wave heading straight for them!

"Everybody, take my hands! I'll teleport us to the island!" Nightcrawler bravely declared.

Not wanting to take their chances with the wave, everyone, even Gray, had grabbed onto Nightcrawler and they disappeared in a puff of blue smoke as the wave took their boat.

**Galuna Island Shore 3:00 PM**

In Nightcrawler's haste, he'd accidently transported them a few meters off the ground, causing them to crash painfully on the island and not awaken until late in the afternoon. Nightcrawler was the first one to gain consciousness.

"Is everyone alright?" Nightcrawler asked worriedly.

"Yeah, I think we're fine." Lucy answered for all of them as they slowly regained consciousness.

Nightcrawler sighed in relief that his friends, and Gray, were all safe. He didn't want to lose them, even Gray.

"Thank you for saving us Kurt. We got lucky." Lucy said with a smile.

"I wouldn't call it lucky that we're marooned on a cursed island because of Demon Boy." Gray commented, massaging his newly freed wrists.

"Would you knock it off already? Now come on! We've got exploring to do!" Natsu cheered as he pointed to the nearby jungle.

"Hold up!" Gray said with a serious expression, causing them all to look at him.

"Hey, dummkopf. In case you haven't noticed our boat is destroyed. If you want to bring us back, you're going to need another one." Nightcrawler said.

"I know, and that's why I'm coming with you." Gray said.

"Really?" Natsu asked, dumbfounded by Gray's sudden change of heart.

"Hey, I can't let you and Lucy reach S-Class before me. Besides, the guild would be boring without you. Sure, Makarov might be mad at us, but if we pull this off, he won't be mad for long." Gray said, smiling.

"So, what about me?" Nightcrawler asked, timidly.

"I'm still on the fence with you, but you're pretty ballsy for a demon, so I won't try to kill you; for now" Gray said, neutrally.

"Well then, let's go!" Nightcrawler cheered.

**AN: Well, this is the longest chapter I've had to write for X-Tail so far, but it was worth it. So, now they're on Galuna Island, and things are going to change between Gray and Nightcrawler by the end of this arc. Also, the German translations in order are 1. Cats can fly? And 2. Idiot. **

**So, rate and review, and I'll be back with an update as soon as I can. Also, bonus points for any Marvel fans that can guess who Nightcrawler was referring to. That reference was just for fun, but I may add them later on. Minor editing done.**

**Next time- Ch 4: Galuna Island Part 2**


	4. Chapter 4

**AN: So, thank you very much for your reviews and feedback on X-Tail. Also, kudos to the ones who voted. I will reveal the results to everyone else before the last chapter of Galuna Island. In addition, Lewamus Prime, Nightcrawler's magic will be normal magic, with my own creative spin on it and its element is still up for debate until the end of October.**

**Now, the adventure continues!**

X-Tail

Ch 4: Galuna Island

Part 2

_**Previously on X-Tail…**_

"_Hey, dummkopf. In case you haven't noticed our boat is destroyed. If you want to bring us back, you're going to need another one." Nightcrawler said._

"_I know, and that's why I'm coming with you." Gray said._

"_Really?" Natsu asked, dumbfounded by Gray's sudden change of heart._

"_Hey, I can't let you and Lucy reach S-Class before me. Besides, the guild would be boring without you. Sure, Makarov might be mad at us, but if we pull this off, he won't be mad for long." Gray said, smiling._

"_So, what about me?" Nightcrawler asked, timidly._

"_I'm still on the fence with you, but you're pretty ballsy for a demon, so I won't try to kill you." Gray said, neutrally._

"_Well then, let's go!" Nightcrawler cheered._

**Galuna Island 8:00 PM**

The gang had wearily trekked through the jungle of Galuna Island, attempting to find the village. They had made more pit stops and food breaks than they would have liked, especially Lucy on the former, looking for the village. Nightcrawler had been tempted to shed his undercover clothes, but they convinced him otherwise. It would not be an issue of nakedness since he was wearing his X-Men uniform underneath, but out of fear that the inhabitants would attack him. Based on the information they found in the job request, for some strange reason, the natives of Galuna Island had isolated themselves from the rest of the world. If they saw Nightcrawler for who he really was, they would probably burn him at the stake out of fear that he was a demon.

Finally, they arrived at the village gates. Fortunately, there were torches that illuminated the path to the gates, making Nightcrawler visible to everyone. Strangely, when they arrived at the village gates, they were huge and wooden with a sign that said "**Keep Out!**" The native's bizarre need for isolation had increased in confusion, considering they were begging for help.

"So, how do we get inside?" Lucy asked confusedly.

"Let's break in!" Natsu said eagerly.

"I don't think that's a good idea Natsu. We don't want to cause any more problems for these guys." Nightcrawler said in exasperation.

Suddenly, they heard a loud voice coming from the top of the village gates. "Halt! Who goes there?"

"We're wizards from Fairy Tail!" Lucy answered back, "We're responding to your request!"

"Why weren't we informed of this by your guild master?" the voice asked suspiciously.

"Well, uh…" Lucy replied, not knowing how to tell them it was not official.

"It was probably just a mix-up with the paperwork." Gray stoically said.

"Then let me see your guild emblems, right now!" the voice demanded.

Natsu moved his scarf, which partially concealed his red guild mark on his right shoulder; Happy moved his knapsack to reveal the same symbol in green on his back; Gray lifted up his shirt to reveal his blue emblem on the right of his chest; Lucy merely showed her pink mark on the back of her hand.

"Well, that proves who you are, but what about the boy in the strange, red cloak?" the voice asked, obviously referring to Nightcrawler.

"He's with us!" Natsu snapped back, "You really want to turn down the extra help?"

The sentry did not have an answer for that and quickly opened up the village gates. The group stepped forward, only face what appeared to be the entire village, strangely garbed in cloaks like Bobo, only theirs concealed much more of their features.

"I'm Moka, the village chief." The lead figure said, holding a staff with a crescent moon on the tip," On behalf of all my people, we welcome you. Pleasantries aside, there is something that we must show you; now my people!"

As if right on cue, the villagers had stripped their cloaks and the group had seen a familiar, but unnerving sight.

While they looked human enough, they now sported bizarre features with their body parts. Arms with claws, legs with talons, even horns on their head; to Nightcrawler's horror, no one was not affected, not even the children.

'_Why have you done this to them, God?_' Nightcrawler thought to himself solemnly.

"It's just like that guy on the boat." Gray softly said.

"Yeah, this is awful." Lucy said, trying not to cry.

Nightcrawler was catatonic in the sight of the cursed villagers. The very sight of them reminded Nightcrawler of his own issues. They were just like him, unwilling creatures of God given a horrible disfigurement. He silently prayed to God for their salvation.

However, Natsu had noticed something else. "Oh, wow, your sideburns are huge!" he pointed at the sideburns on the elderly village chief's face, which went all the way down to his waist.

"Not that! I meant my arm!" Moka snapped as held out his purple, clawed arm for emphasis. "Everyone here is suffering from this horrible curse; not even the animals are unaffected."

"Forgive me for my intrusion noble elder, but are you sure this is a curse? It could be a disease or toxin." Nightcrawler said.

"We've consulted with dozens of doctors, but they all say that no such disease exists." Moka said, sighing wearily.

"How did this even happen?" Nightcrawler asked sympathetically.

"It all began when the moon fell under an evil spell." Moka said, continuing his regaling.

"An evil spell?" Lucy asked.

"Since ancient times, the moon has blessed this island with a glow that made it shine almost as brightly as the moon itself." Moka's tone had soon become uneasy, "However, three years ago, the moon's light turned purple, and it bathed the island in an eerie, purple glow."

"Hey, everyone!" Happy said, pointing up," The moon is coming out from behind the clouds!"

The group looked up, and saw that Happy was right. The purple moon's light had begun to shine brightly on the island.

"Stand back, the change is upon us!" Moka warned.

Suddenly, the villagers' bodies began to convulse in levels of pain that seemed unholy. Their bodies had begun to transform their skin into scales, fur, and spikes replacing them. Now, they suddenly looked like creatures that Nightcrawler had only seen in severe mutations.

"Forgive me if our appearance frightens you." Moka said, now sporting purple, scaly skin, fangs, pointed ears, and a pair of horns.

"It's alright. I think we have something in common." Nightcrawler said sympathetically.

"What do you mean by that, traveler?" Moka asked quizzically.

Despite the protests of the group, Nightcrawler shed his undercover clothing and revealed his mutant form to the citizens of Galuna Island. The entire village was awestruck by his appearance and strange bodysuit.

"How is this possible? You look like one of us, but you aren't from Galuna Island." Moka asked, astonished.

"I can't tell you, but believe me when I say; you aren't the only one suffering." Nightcrawler replied.

"Fair enough. I'll respect your privacy, but this changes nothing." Moka solemnly said.

"These poor people." Lucy softly whispered.

Natsu happily saying, "You guys look so cool!" suddenly uplifted the melancholy mood.

The entire village and his friends could only stare at him as he praised their appearance.

"Natsu!" Lucy slapped him upside the head, "These people don't want to be like this!"

"Really?" Natsu asked, confused, "Well, someone should help them."

"That's why we came here, my slow friend." Nightcrawler said, exasperated.

"Hey! I'm not slow! I can run really fast!" Natsu argued, unaware of the double meaning.

"Demon Boy didn't mean that kind of slow, flame-brain." Gray said, equally exasperated.

"Anyway, as you can see," Moka said, trying to get back on track, "whenever the moon comes out; everyone in the village takes the form of a demon, not unlike your blue friend. If this is not a curse, then what is it? We return to normal as the sun rises; however, there are a few among us who lose their minds and never change back. Sadly, the only thing we can do is put those unfortunate souls to death."

This news shocked the entire group to its core, but none more so than Nightcrawler. If it were not for his religion, he would have taken his own life years ago.

"But, they might get better someday!" Natsu argued.

"If we wait too long, they will kill us all." Moka said sadly," We've tried to capture them, but they always break free." Tears began falling out of the elder's eyes as he pulled out a photograph," There's no way to reverse this; this wretched curse has forced me to take the life of my only child."

In utter despair, the old man had let the photo fall to the ground, letting the group see that the man in the photo had wide eyes, a moustache, and a familiar bandana on his head.

"That's the guy who took us to Galuna Island!" Lucy said softly, "We just saw him yesterday and…"

"Now I understand why he disappeared like that." Gray interrupted, "He was dead, but his spirit couldn't rest; we saw his ghost."

Lucy began to panic, but Nightcrawler remained unhindered.

"Sorry Gray, but ghosts are pure fiction, nothing more, nothing less." Nightcrawler said stoically.

"Oh, and what makes you the expert, Fuzzy?!" Gray snapped back.

"My religion believes that there is a God and that he judges who ascends and who descends. With the exception of Purgatory, there is no middle ground on the afterlife. Ergo, ghosts cannot exist." Nightcrawler warmly preached.

"An enticing concept, but let's get back to the matter at hand." Moka said, bowing his head down. "Please lift this curse! If you don't we will all surely die!"

"Not on my watch!" Natsu yelled, then lowered his voice when Moka looked at him, "We're going to fix this."

Everyone else in the group agreed, with Nightcrawler silently promising that the ones who did this would pay.

"There is only one way for the curse to end. The moon…the moon must be destroyed!" Moka said.

'_Okay, might be hard to make the moon pay._' Nightcrawler thought to himself.

**Galuna Village 10:00 PM**

The group had been busy contemplating in their room, away from the moon's purple light. All of them had the same thing on their minds; did they really have to destroy the moon?

"I'm not so sure about this job, guys," Nightcrawler said.

"How can these people expect us to destroy the moon?" Gray asked incredulously.

"I wonder how many punches it would take." Natsu wondered, pounding his fists together.

"Are you actually considering it?!" Lucy demanded; she knew that Natsu was determined and stupid, but right now, he was mostly stupid.

"Based on what I've seen, there isn't a wizard alive who could do what they expect us to do." Nightcrawler said, pinching the bridge of his nose in exasperation.

"But that's what we came here to do! If we back out, it'll make Fairy Tail look bad!" Natsu argued.

"Demon boy's right." Gray said, and then asked, "How were you planning on getting all the way to space, anyway?"

"I'd use Happy." Natsu nonchalantly replied, pointing at the azure feline.

"Sorry Natsu, but even I can't do that!" Happy said in astonishment.

"Hey, these people expect us to end this curse; just because they think that the only way is to do that is to destroy the moon, doesn't mean it's the _**only **_way." Nightcrawler said, looking at the job request.

"Yeah, I bet that if we do some investigating, we'll find the real reason for this curse and stop it." Lucy agreed.

Lucy lost her train of thought when Gray threw his shirt at her face. Nightcrawler was impressed and disturbed; Gray had actually stripped down to just his underwear and silver necklace in less time than it took to blink. Nightcrawler had seen many fast mutants in his day, but in terms of stripping, Gray was the fastest.

"We'll get on that tomorrow Lucy, but right now, I'm going to sleep." Gray said, yawning.

"Yeah, "The Mystery of Galuna Island", starts tomorrow morning," Natsu, said, then jumped onto the sleeping mats that the villagers laid out for them, "Let's hit the sack!"

Happy jumped face-first onto a pillow next to Natsu. "Aye sir!" came his muffled cry.

Lucy then noticed that Nightcrawler had not headed to his sleeping mat. "What's wrong Kurt? Aren't you going to bed?"

"No. I hate sleeping on the floor. I'm going to sleep somewhere else tonight." Nightcrawler explained.

"Where would you sleep, on the ceiling?" Lucy asked incredulously.

To the group's surprise, Nightcrawler had easily scaled the ceiling and comfortably found a spot to sleep in. "Good night, Freunde and Gray." Nightcrawler nonchalantly said as he drifted off to sleep.

**Galuna Island Forest 7:45 AM**

The team had set out in the early hours of the morning, although Natsu, Gray and Happy were looking tired and lethargic. Being an active X-Man, Nightcrawler was used to getting little to no sleep. However, he did have a strange dream involving some sort of temple. He quickly ignored it and continued walking. Lucy looked like she had a full night of sleep.

"I hate waking up this early," Natsu whined.

"Hey, you guys kept me up all night with your snoring, and you don't hear _**me**_ complaining!" Let's go!" Lucy snapped.

"Aye," Natsu, Gray, and Happy moaned.

"I guess it's because you're a demon that you're not tired, right Demon Boy?" Gray sleepily accused.

"I was a member of the X-Men. I get by without sleep, Eis Verlierer," Nightcrawler explained, knowing that Gray could not understand German.

"See, Kurt's got the right attitude!" Lucy pulled out a silver key and pointed it. "**Open, Gate of the Clock Constellation, Horologium!**"

In a puff of smoke, a sentient grandfather clock with a humanoid head, arms, and legs appeared.

"The time is 7:48 AM," the spirit said cheerfully.

"Uh, what's the deal with the Standuhr? Did you need to tell the time?" Nightcrawler asked quizzically. On their way to Hargeon, Lucy informed Nightcrawler that she was a Celestial Wizard, meaning that all of her keys were spirits that she had contracts with and these spirits are available on certain days. The silver keys, like Horologium, were common, but the golden keys were the spirits of the Zodiac and incredibly rare. However, Lucy had failed to mention their abilities to him.

"No, it's because she's lazy," Natsu told him; before Nightcrawler could question it, he saw Lucy open up the front of Horologium, which was hollow, and climb inside.

"Let's go, the lady says forcefully," the spirit said, repeating what Lucy said from within him, and then marched toward the mountain.

Nightcrawler could only shake his head, "The magic in this world is stranger than the magic in my world."

Despite Lucy's head start, everyone found himself ahead of the spirit. Ironically, Lucy's spirit was actually slower than she was.

"Kurt, do you really think there's another way to lift this curse?" Natsu asked.

"We don't have a choice Natsu. We cannot destroy the moon. Therefore, we have to find the real source of this curse. Besides, if we did destroy the moon, it would cause uncontrollable tides; who knows how many people would be at their mercy." Nightcrawler explained.

"That is, if you don't get to them first, Demon Boy." Gray said.

"Will you guys keep it down?" Horologium asked, "We don't know what's lurking out here, so we shouldn't draw any attention to ourselves, the lady demands impatiently."

"I don't mean to be insensitive, but you aren't tired Lucy. Why aren't you walking?" Nightcrawler asked.

"Listen this curse is freaking me out, and I really have to go to the bathroom, the lady says nervously," Horologium repeated.

"Seriously? You were the last one to use the bathroom." Natsu said.

"I have a nervous bladder okay, the lady says angrily." Horologium said.

"Are you kidding?" Natsu asked, fist pumping, "S-Class quests are awesome!"

"Things are going to get dangerous." Nightcrawler said, sounding resigned and excited.

"Yeah, but I bet I could beat this curse better than you or flame-brain." Gray said arrogantly.

"You guys are morons, the lady says despairingly." Horologium said.

They lost their train of thought when they heard the sound of humongous footsteps. Everyone saw a giant shadow from behind. The creature was easily 30 ft. tall, but the sun was behind it, so no one could see it clearly, preventing them all from getting a good look. Whatever it was, it started to laugh in a high-pitched, menacing hiss.

"Anyone know what it is?" Nightcrawler asked.

"No, but I bet it wants a fight!" Natsu said, gathering flames from around his hands.

The team looked behind the and saw a giant rat with light-green fur, strangely clad in a maid's apron and bonnet.

"It's a giant rat, she exclaims worriedly," Horologium said, sounding concerned as well.

The rat took a deep breath; not wanting to take any chances, Gray ran forward and put his right hand into his left hand, which was palm-up. An icy blue magic seal appeared in front of him.

"**Ice Make, Shield!**" a giant fan-shaped seal of ice erupted from the ground. Sadly, it did not do any good, because the rat belched forth a disgusting, foul-smelling gas.

"Gott im Himmel! That stinks even worse than the bathroom after Rouge won that chili eating contest!" Nightcrawler said, trying not to pass out from the stench.

The rest of the team failed to block out the stench; especially Natsu, who was nearly unconscious from the smell and Horologium went back into the Celestial Spirit World, leaving Lucy at the mercy of the stench.

"Run!" Lucy cried out, trying to get away from the rodent. It reached out to grab her, but in a puff of blue smoke, Nightcrawler appeared and began attacking the rat's pressure points. While he did not have any weapons, he was still a gifted warrior and in a few strikes, the rat had collapsed into an unconscious heap.

The victory was meaningless when Natsu and Gray began to attack the head of the unconscious rodent.

"Guys, it's over. We should leave while we have the chance." Nightcrawler said, confused.

"We should kick its ass while we have the chance!" both wizards yelled at once.

"Hey, guys!" Lucy said as she pointed in the direction she had run off from, "I found something!"

**Galuna Island Forbidden Temple 8:00 AM**

After prying off Natsu and Gray from the unconscious rat, they followed where Lucy pointed to and found a strange temple. It was large in stature and covered in cracks and vines. Crescent moons decorated the interior from the doorway to the pillars. Strangely, Nightcrawler began to have intense headaches to the point that he began hearing voices, but they were difficult to understand. However, one sentence that he heard clearly sent chills down his spine.

'_We've been waiting for you, Kurt Wagner._' The voice said.

"Hey, Kurt, you okay?" Natsu asked as he clapped Nightcrawler on his shoulder.

Hearing his friend's voice brought Nightcrawler back to whatever trance he encountered. He shook his head and calmly replied, "I'm fine, thank you."

Then, Nightcrawler remembered something odd from the fight with the giant rat. "Natsu, why did the gas affect you so badly? You looked like you were on death's door."

Natsu looked embarrassed by that inquiry, so Happy answered for him. "Dragon Slayers have enhanced senses, so the smell was really bad for him."

"Sort of like Logan." Nightcrawler said.

"Who's Logan? The only guy you mentioned with superhuman senses was Wolverine." Natsu ignorantly replied.

"Logan is Wolverine. He has enhanced senses like you, but his mutant healing ability is what keeps him from passing out either from exhaustion or smell." Nightcrawler explained, smiling.

"Oh, man. I wish I was a mutant." Natsu said solemnly.

"You're already half-way there, flame-brain." Gray said.

"Hey!" Natsu started to shoot daggers at Gray.

"Knock it off!" Lucy half-shouted," This temple is ancient and I don't want it collapsing on us because of you idiots!"

"So, what's the deal with the moon symbols?" Nightcrawler asked, pointing to a wall carving.

Before he could get an answer, the headaches overwhelmed him again, causing him to hold his head in absolute agony as he fell to his knees.

"Kurt, are you okay!?" Lucy asked, concerned.

The voices began to talk again, talking even more rapidly. Nightcrawler was sweating uncontrollably and his heart was going into maximum overdrive. In the few words he understood, Nightcrawler knew what he had to do.

'_Destroy the floor._' The voice said.

In one swift motion of his superhuman strength, Nightcrawler punched the damaged floor, causing more cracks to appear.

"Kurt, what the hell are you doing!?" Natsu asked, worried for his friend.

"Figures Demon Boy goes rouge. I'll take care of this!" Gray said as he charged to fight him, only for the entire floor to collapse, sending the entire group plummeting into a dark hole.

**Galuna Island Caverns 8:23 AM**

The group had emerged from unconsciousness, with a very relieved Nightcrawler. The bizarre voices in his head had stopped and they were far from the temple floor.

"Is everyone okay?" Nightcrawler asked, concerned.

"We're fine, but why'd you break the floor, Kurt?" Natsu asked.

"Isn't it obvious flame-brain!? Demon Boy just tried to kill us!" Gray angrily accused.

"Wait! This is all a big misunderstanding!" Nightcrawler defensively said.

"I've had enough of your lies, Demon Boy! Now, you're going to die!" Gray angrily said.

Gray put out his hands in the previous position and an icy-blue magic seal appeared.

"**Ice Make, Lance!**" Out of Gray's magic seal, numerous lances made of ice emerged and targeted Nightcrawler.

In absolute fury, Nightcrawler disappeared in a puff of blue smoke and appeared behind Gray. Before he could defend himself, Nightcrawler held both of Gray's hands behind Gray and positioned his tail close to his throat.

"Think very carefully on your situation, ice bastard. I am in a very comfortable position to break both of your hands, which is how wizards activate magic, correct? Therefore, it is safe to assume that if I crushed your hands, you would never be able to do magic again. I could also slit your throat just as easily and end your life in an instant. These fates are terrible, but if you just calm down, I'll let go, okay?" Nightcrawler calmly bargained.

Natsu, Lucy, and Happy were anxious in anticipation on what would happen next. Nightcrawler had always seemed so calm and gentle. However, it was as if he was a completely different person. Everyone focused on these events so much, that no one noticed a very large, yellow puddle of urine on the floor, or the wet stain on the back of Lucy's skirt.

In a rare moment of defeat, Gray simply nodded and Nightcrawler happily released him from his bondage.

"There, was that so hard?" Nightcrawler teasingly said with a smile.

"Choke on it Demon Boy." Gray angrily said.

"So, now that that's done, can you or Happy fly us back up?" Lucy nervously asked, now very aware of her 'accident' as she slowly backed up into a wall to hide her shame.

"Sorry, way too many trips for me." Happy said.

"I can't teleport without a floor. If I did that, we might all get stuck somewhere." Nightcrawler said.

"Hey, check it out! A secret cave! Let's explore!" Natsu said as he ran through the cave, distracting them from their previous conversation.

"Would you stop running around like a crazy person?!" Gray shouted.

"Is he stupid, or brave?" Nightcrawler asked Lucy as the rest of them followed Natsu.

"Sadly, both." Lucy sighed.

"Also, the rest of them are too stupid to notice, but you really need a washing machine." Nightcrawler said, referring to Lucy's wet skirt. This got Lucy into an embarrassed stutter and dragged Nightcrawler behind Happy and Gray while they chased after Natsu.

"If you tell anyone, I'll never forgive you!" Lucy cried out in embarrassment.

"Relax Lucy. Your secret is safe with me, but you have nothing to be embarrassed about." Nightcrawler warmly replied.

"Are you crazy?! I have not wet myself since I was 5-years-old!" Lucy said, embarrassed.

"So? Based on what I have seen, Fairy Tail is like family. If anyone laughs, I am sure that Natsu would punch their brains out." Nightcrawler said.

"Thanks Kurt, but I need to ask you something." Lucy said, with a mild blush on her cheeks.

"What is it?" Nightcrawler asked.

"Why did you go ballistic back in the temple?" Lucy asked quizzically.

"I have no idea. For some reason, I began to hear voices and I received massive migraines. I wanted it to stop, so I destroyed the floor to get away from it. I'm sorry if I hurt you guys." Nightcrawler explained stoically.

"It's okay Kurt. Whatever happened was probably because of this curse. As soon as we break it, you should be fine." Lucy warmly replied, giving Nightcrawler a brotherly hug.

"Thank you Lucy. Now, let's catch up with the others." Nightcrawler said as the two began to make up for lost time.

"By the way, you were awesome when you had Gray in a no-win situation. I didn't think you had it in you." Lucy praised.

"Hey, every so often, liebchen, since I look like a demon... I have this irresistible urge to play the part." Nightcrawler replied with a smile.

**Lower Galuna Island Caverns 8:30 AM**

Nightcrawler and Lucy were met with a strange sight of Natsu, Gray, and Happy staring at something. They turned their eyes to the direction they were staring at and…

"Whoa." Nightcrawler said, breathless at the sight.

"Yeah, that's what I said." Natsu said, not losing sight at what they were beholding.

It was a massive chunk of ice, easily 50 ft. tall and circular; the ice itself was a light blue, which glowed an eerily calm light. However, this was not why they were gawking at it. Inside the ice was creature, barely smaller than the ice that contained it. It had scales, fangs, and claws, and it promised nothing but death and destruction. It did not even look conscious or alive.

"I think I'm going to crap my pee-stained panties." Lucy said fearfully.

"Does anyone know what this thing is?" Nightcrawler said, quietly.

"That's impossible," Gray whispered, stepping forward, "its Deliora!"

"Wait, isn't that the same guy you accused me of being a servant to when we first met?" Nightcrawler asked.

"Yes, why is it here? What is it doing on Galuna Island?" Gray asked fearfully.

"You've seen this thing before?" Natsu asked, more unsettled by Gray's demeanor. While he was clearly on the ropes with Nightcrawler earlier, Gray was on a new level of fear, which Natsu had never seen, not even from Erza.

"T-there's no way…" Gray trailed off, engaged in his own thoughts.

Lucy grabbed his shoulder. "Gray, try to calm down."

Gray took a deep breath and was suddenly more composed, but he still had a haunted look on his face.

"Can you tell us about this?" Lucy asked gently, pointing at the creature.

"It's Deliora, the Demon of Destruction." Gray told them.

"Demon of Construction?" Natsu asked.

"Destruction," Happy corrected.

"But why is here?" Gray asked to no one in particular, "It doesn't make sense."

Before anyone could comment on it, the group heard footsteps coming in the opposite direction. Nightcrawler motioned for them to take cover behind some boulders, which fortunately provided enough cover.

They hid just as two people entered the cavern. One was a short young man with a knee-length green coat, spiky blue hair, and the thickest eyebrows Nightcrawler had ever seen, except maybe Beast. This was Yuka, a minion of the Cold Emperor. The other one was shirtless man wearing blue jeans. The strangest part about this man was that his face was dog-like, not that it was ugly, but like someone mixed a human face with a dog. He had shaggy brown hair and a pair of dog-like ears from his head. This was Toby, another minion of the Cold Emperor.

"The voices seem to be coming from down here," Yuka said, and then sighed, "I hate being awake during the day."

'_Is this guy nocturnal or something?_' Nightcrawler thought to himself.

Yuka continued to speak, "So, Toby, were you exposed to the Moon Drip? I mean, you've got those pointy ears…"

"I already told you Yuka, they're a fashion statement, jerk!" Toby yelled.

"I was just teasing you." Yuka said, chuckling.

"You don't have to be so mean about it," Toby mumbled.

'Moon Drip, 'Lucy whispered, 'Could that be the name of the curse?'

'Looks like it. Apparently, these guys are the masterminds.' Natsu whispered back.

'I don't think so, Natsu. I think that these people are just minions. _**Very**_ stupid minions." Nightcrawler whispered back.

"Yuka, Toby," a new, feminine voice cried out, and a young woman walked into the cavern, "something terrible has happened."

The woman had violet hair and wore a short, pink-and-black dress with a white lace around the edges. She also wore black thigh-length boots and a strange, feathery scarf around her neck. This was Sherry, the Cold Emperor's most faithful minion, in many ways.

"What is it Sherry?" Yuka asked.

"It's Angelica. She's been hurt and I'm so sad," Sherry said, mournfully.

"You're crying like a baby because someone beat up your stupid pet rat!?" Toby asked incredulously/.

The entire gang had reached the exact same conclusion. The giant rat that attacked them; it was with these people?

"Angelica isn't a rat!" Sherry said forcefully, "She's a brave hunter, stalking the jungle to protect us. She is…_**love**_."

Their conversation soon descended into whispers, giving the team a chance to question everything they had learned from them. However, Nightcrawler turned to his friends and Gray, twirling his finger around his ear, the universal sign for crazy; the team nodded in agreement.

'These people are crazy, especially the girl.' Lucy whispered.

'I know right? There's a limit to how much you can love a pet." Nightcrawler agreed.

"Intruders, you say?" Yuka's voice brought the team's attention back to the strange trio.

"And it's almost time to begin collecting moonlight again," Sherry sighed, "Oh, this makes me so sad. This news will displease the Cold Emperor. We should get rid of the intruders before he find out. Yes, we must find them before the moon's first light."

"Agreed," Yuka, said, and sadistically smiling. Toby only nodded in agreement.

"If they were here, then they probably saw Deliora and that means we can't allow them to live," Sherry said. "We shall give them the gift of eternal rest; we'll give them…_**love**_."

"Uh, you mean death right?" Toby asked, confused.

Not wanting to risk getting their cover blown, Nightcrawler picked up a nearby rock and chucked it in the tunnel they entered from, grateful that the caverns' darkness made him almost invisible to the point that only the team could see him clearly. The strange trio heard the echoing sound of the stone and quickly went to investigate. Lucy released a breath that she had not realized she was holding.

"Nice thinking, Kurt." Lucy said, breathless.

"We should've just jumped those guys and beat the information right out of them." Natsu said, grumpily.

"We don't know their strengths or weaknesses, Natsu. Even if we did beat them, they would probably lie through their teeth. One of the rules of being an X-Man; learn as much as you can before you act." Nightcrawler explained, before he shot a sympathetic look at Gray, who was still staring at a frozen Deliora, "Besides, I don't think Gray is in any mood to fight."

"This job is getting a lot more complicated." Natsu sighed.

"That's what makes it fun, my friend." Nightcrawler said with a smile.

"Aye," Happy agreed, "like, who is this Cold Emperor?"

"I don't know, but I don't think he got that nickname for being warm and lovable; except to that Sherry girl." Nightcrawler said, sardonically.

"Gray, what do you know about this thing?" Lucy asked.

Gray ignored everything around him and just continued to stare at the frozen creature. '_Deliora… what could they want with it? In addition, how did they even find it here?_'

As much as Gray wanted to accuse Nightcrawler, he could tell that he was innocent. Gray's mind soon remembered Lucy's inquiry and he decided to answer.

"It was sealed away inside a glacier in the northern continent," Gray said, "A decade ago; an immortal demon was destroying the town of Isval. My master, Ur, the woman who taught me my magic, sacrificed everything to seal it. I do not know if it has anything to do with the curse, but that demon does not belong here; we have to find out who this 'Cold Emperor' is. If he has tarnished Ur's legacy, he is going to regret the day he was born!"

"Look, I agree that this Cold Emperor needs to get what's coming to him," Nightcrawler agreed, before adding, " However, revenge is never the answer to anything, no matter how much a man has wronged you. Do you honestly think that Ur would be happy at the way you've been acting Gray?"

"You don't get an opinion Demon Boy! It's not like you ever lost anyone close to you!" Gray angrily accused.

"You honestly think that I don't know what you're going through?!" Nightcrawler snapped back, "For the first 18 years of my life, I never even knew who my parents were. A year ago, I found out who my mother was; the whole thing leaves me divided since she left me again. I still have no idea who my father is! You can insult me, you can doubt my origins, and you can attack me as much as you want, but do not ever say that I do not know what you are going through."

Gray and the rest of the team were in a stunned silence. Despite Nightcrawler's previous outburst, this level of anger was unlike anything they had ever seen. In a moment that seemed to last an eternity, Nightcrawler cleared his throat.

"Now, can you tell us how your master managed to beat this monstrosity?" Nightcrawler said, completely calm.

Gray meekly nodded, "My master used a spell called Iced Shell to trap Deliora; it's made out of ice that can never be melted. It is so strong that not even fire magic can work. But if these people knew that the ice couldn't be melted, why would they bring it here?"

"Maybe it has something to do with the Moon Drip?" Lucy suggested.

"You're probably right," Gray said, "so, if they're going to wait for the moon to come out, then we'll do the same."

"My thoughts exactly, Gray. It's been a while since I've been on a stakeout." Nightcrawler said.

"Argh, what? It's the middle of the day, I'll die of boredom!" Natsu moaned.

The second he finished that sentence, Natsu was fast asleep.

"Well, that was fast." Lucy said.

"Aye," Happy agreed.

"I guess his drowsiness finally caught up with him." Nightcrawler said jokingly.

Nightcrawler decided to follow Natsu's lead. While he was used to getting by on little sleep, he needed to be at the top of his game for this mission if he had to wait all night.

**Galuna Island Shores 9:00 AM**

A small, hunched man who wore worn, red clothes, a gray cloak and a red, horned mask that covered the upper half of his face. This was Zalty, an unknown wizard. Next to him was a man, wearing a similar cloak of Galuna Island natives, however, his was pure black.

"You know your mission, right Zalty?" the man asked in a deep voice.

"Of course. Once Deliora is free, nothing will stop us from the world knowing of your return, Lord Zeref." Zalty said.

"See to it that you succeed." The man said.

As Zalty left, the man shed his cloak, revealing himself as a 6 ft. tall demonic creature with red skin and red eyes with black sclera. He had a devil-like tail and pointy ears. Strangely, he had three fingers and three toes, just like Kurt. He had black hair and he was wearing a tuxedo, minus the shoes.

"Foolish child. She actually believes I'm Lord Zeref, although, considering her mental state, I should not be surprised. When the time comes, everything changes, especially for you, my son." The man said as he disappeared in a puff of red smoke, cackling maniacally.

**AN: So, this was my longest chapter so far, and I am getting the feeling that the next chapters are going to be just as long. In addition, Nightcrawler hearing voices and the man at the end are going to have big ramifications for him. I will not tell you exactly, but I will say that the former will happen by the end of the Galuna Island arc, but the latter will probably happen by the end of the Tower of Heaven arc.**

**Next, for those of you, who know the man at the end; do not spoil it for the ones who do not. There is going to be some more action in the next chapter, so do not miss it! In addition, the German translations in order are friends, ice loser, grandfather clock, God in heaven, and darling. **

**Next time – Ch 5: Galuna Island Part 3 **


	5. Chapter 5

**AN: So, I would like to thank my loyal fans for their reviews, favorites, and follows that I have gotten on this story. I would also like to thank the ones who voted on my poll. As promised, there is going to be more action in this chapter, so do not miss it.**

**Now, the adventure continues!**

X-Tail

Ch 5: Galuna Island

Part 3

_Previously on X-Tail…_

_Gray meekly nodded, "My master used a spell called Iced Shell to trap Deliora; it's made out of ice that can never be melted. It is so strong that not even fire magic can work. But if these people knew that the ice couldn't be melted, why would they bring it here?" _

"_Maybe it has something to do with the Moon Drip?" Lucy suggested._

"_You're probably right," Gray said, "so, if they're going to wait for the moon to come out, then we'll do the same."_

"_My thoughts exactly, Gray. It's been a while since I've been on a stakeout." Nightcrawler said._

"_Argh, what? It's the middle of the day, I'll die of boredom!" Natsu moaned._

_The second he finished that sentence, Natsu was fast asleep._

"_Well, that was fast." Lucy said._

"_Aye," Happy agreed. _

"_I guess his drowsiness finally caught up with him." Nightcrawler said jokingly._

_Nightcrawler decided to follow Natsu's lead. While he was used to getting by on little sleep, he needed to be at the top of his game for this mission if he had to wait all night._

**Lower Galuna Island Caverns 9:00 PM**

While Natsu had been sleeping peacefully, Nightcrawler was having one of the worst dreams of his life. It involved the temple and something about destiny. The voices got louder and louder, but Nightcrawler could not figure out what they were saying. He was visibly tossing and turning, but despite Happy, Lucy, and Gray's best efforts, he would not wake up. It was not until the entire caverns started shaking that Nightcrawler had emerged from his nightmarish slumber.

""Was ist das Nightcrawler asked, as he breathed heavily from his sleep-induced trauma.

"Is it night yet?" Natsu said, jumping up in anticipation.

Despite the shaking, the caverns remained undamaged and a purple magic circle appeared on the ceiling, right on top of the frozen Deliora. A purple light emerged and bathed the frozen demon in its nightmarish glow.

"It looks like the cursed moonlight!" Lucy said, astonished.

"That can't be a coincidence." Natsu said.

"Come on," Gray beckoned, as he waved them towards the exit, "We need to find out who's doing this!"

"You guys go ahead. I need a minute." Nightcrawler said.

The group simultaneously nodded and headed up the stairs with a confused Natsu. As soon as they were out of sight, Nightcrawler began to shake in trepidation. He stared at his hands and they were trembling. Involuntarily, he collapsed on his hands and knees and began to cry softly.

'_What's happening to me?_'

**Galuna Island Forbidden Temple Roof 9:05 PM**

The team had headed up a flight of stairs, which exited on top of the temple, where they found a mysterious circle of people. They were clad in robes and masks, which obscured their features. They only thing they could not decipher is _**what**_ they were doing and _**why**_ they were doing it.

'What's the deal with the chanting freaks?' Natsu whispered, as he and the others hid behind some rocks.

"It's an ancient spell used to collect Moon Drip," an unfamiliar feminine voice from behind them said. Natsu freaked out as he turned to see a young girl with orange hair, a blue dress, pink bonnet, and a harp at her side. This was Lyre, one of Lucy's Celestial Spirits.

"Who the hell are you!?" Natsu asked, astonished.

'This is Lyre,' Lucy explained, 'she's one of my Celestial Spirits; I summoned her while you and Kurt were asleep, and she played her music, which _**should**_ make people feel peaceful.' Lucy angrily whispered on the last part. While Lyre was one of her good Celestial Spirits, she was angry with her for not being able to help Kurt.

"That explains the good dreams I had." Natsu said.

"But what isn't explained," Lucy half-whispered, "Is how you're still here, Lyre! I thought that you went back to the Celestial Spirit World! Also, why couldn't your music help Kurt!?"

"I see," Lyre said, ignoring both of Lucy's inquiries, "so that's what they're going to do."

"And that would be…?" Natsu gestured for the spirit to continue.

"They're using the Moon Drip to melt the ice around the demon below us. With the ice gone, it will be resurrected." Lyre explained.

"That's impossible!" Gray yelled, almost blowing their cover, "The ice in an Iced Shell _**can't**_ be melted!"

"Actually, that's not necessarily true," Lyre said," While the Iced Shell is strong, it _**can**_ be melted by the Moon Drip; focused moon energy can break any spell."

"Those morons!" Gray yelled, "They've never witnessed Deliora's power before; they have no idea what they're doing!"

"It's possible that what happened to the natives is actually just a byproduct of this spell," Lyre continued, "They might not have been targeted intentionally."

"Accident or not, people died because of this spell; let's make them pay!" Natsu declared, starting to rise.

'Wait,' Lucy whispered, dragging Natsu back down, 'Someone's coming!'

Another man soon joined the circle of chanters. His features and age lied behind the demonic-looking helmet he wore. He had a blue outfit with a white cloak over it and armored leggings. This was the Cold Emperor. Behind him were his minions, Yuka, Toby, and Sherry, though they kept a healthy distance away.

"What a waste," Yuka said, "I lost so much sleep, and all for naught. We searched all day for the intruders, but the only thing we found was a huge puddle of urine." Lucy noticeably blushed when he said that.

"Yeah. Only a human could have made that much piss. It stunk up the whole tunnel." Toby said, unaware that Lucy had steam coming from her ears.

"I have bad news, Cold Emperor," Sherry said," We had intruders earlier today, but didn't find them."

'I guess Kurt's plan worked.' Natsu said.

"Intruders, you say?" the Cold Emperor said in a flat voice.

Natsu and Lucy noticed that Gray had stiffened when he heard the voice.

"Has Deliora awakened?" The Cold Emperor asked.

"It should be either tonight or tomorrow," Sherry replied. In a seemingly eternal moment, the Cold Emperor was silent.

"Then the time has almost come," he finally said," If you see the intruders, kill them; I don't want anyone ruining my plans for Deliora."

"It must've been the villagers," Sherry said, "They're the only other beings on this island."

"Then destroy the village, and everyone in it!" the Cold Emperor demanded.

"Yes, sir!" all three said as one, bowing before their master.

'B-but…" Lucy whispered softly, portraying all of their feelings at this moment, 'but the villagers have nothing to do with this!'

Natsu was just about to intervene, before a familiar puff of blue smoke appeared right in between them and the Cold Emperor.

"Nicht auf meine Uhr!" Nightcrawler bravely declared as he appeared from the blue smoke, smiling more than ever.

'_Alright! Now the party's getting started!_' Natsu happily thought to himself as he quickly joined the fight.

"My blue buddy's right! The villagers did not do anything to you! We're the intruders!" Natsu yelled proudly.

"Hey! I thought I was your blue buddy!" Happy yelled, somewhat hurt by Natsu's words.

"I meant my other blue buddy." Natsu half-heartedly said to the insecure Happy.

"Aye, sir!" Happy said.

"Looks like we don't have a choice," Lucy groaned, standing up, "Guess we got to fight."

"About time you showed up, D… Kurt." Gray said, using his real name for the first time.

As the villains were trembling in fear of Nightcrawler's appearance, Sherry spotted Natsu's guild mark.

"I know that symbol," she said to her friends, "they're from Fairy Tail!"

"They are Ratte Mädchen," Nightcrawler said, gesturing to his new friends, "I'm not."

"Then, what the hell are you?" Toby demanded in fear.

"Ihr schlimmster Albtraum" Nightcrawler said before teleporting behind the chanters and teleporting each of them away, about two miles off the coast of Galuna Island, until they were all gone, leaving only the Cold Emperor and his minions dumbfounded by what they witnessed. Yuka had managed to compose himself first.

"It would appear that the village found a guild that was brave enough, or stupid enough, to help," Yuka commented, "though I can't believe they'd be so pathetic as to enlist a native for assistance."

"I'm not a native, but I'm going to break every bone in your bodies if you hurt those villagers any more than you already have." Nightcrawler said, glaring daggers at them.

"It doesn't matter who they sent, "the Cold Emperor said more composed by Nightcrawler's appearance, "Your orders are still to destroy the village."

"What?! But why?!" Lucy asked incredulously.

"Anyone who stands in my way, either deliberately or by accident is my enemy," the Cold Emperor said stoically.

"In that case, I hope you have life insurance." Nightcrawler said as he began to charge forward.

Natsu ran alongside him, while Gray jumped into the air.

"Stop this right now!" Gray cried; as he landed, he slammed his hands into the ground and created a huge wave of ice that forced the Cold Emperor's minions to jump out of the way. The Cold Emperor himself however, slammed a single palm against the ground, creating an identical wave of ice, just as powerful as Gray's was, canceling both waves instantly upon contact. Gray merely stepped back and stared at his opponent in utter hatred.

"Stop it, Lyon!" Gray shouted.

In that very moment, Nightcrawler teleported and delivered an incredibly strong right hook into the Cold Emperor's helmet, knocking it clean off into the horizon. The Cold Emperor now sported spiky white hair and a very noticeable bruise on his left cheek. This was actually Lyon, Gray's fellow student to Ur.

"So, Lyon, how do you know Gray?" Nightcrawler asked.

"He was Gray's fellow student to Ur, but I didn't know that the Cold Emperor _**was**_ Lyon!" Lucy yelled to him.

"You'll pay for damaging me, filthy demon!" Lyon bellowed.

"Does bigotry run in your family, Gray?" Nightcrawler teasingly asked.

"Lyon," Gray said, his voice hoarse with rage and frustration, "Do you have any what you're doing!?"

"Hello, Gray," Lyon said, "It's been a while. I can almost not believe you would ally yourself with a demon. Almost."

"Why would you want to bring back Deliora!?" Gray demanded, ignoring Lyon's accusation.

"To think that you were one of the wizards that had been sent to help this island," Lyon said, ignoring Gray's question, "Did you come knowing you would find me, or is this a mere coincidence? Not that it makes any difference to me."

"Is this a friend of yours, Lyon?" Yuka asked.

"Do as you were ordered, "Lyon said, ignoring that question as well, "I'll handle the intruders on my own, especially the filthy demon."

"Yes, sir!" all three shouted in unison, before running off in different directions.

"Hey, come back here!" Natsu yelled, running around Lyon.

"No! Natsu, don't get near him!" Gray shouted in concern.

Lyon did not even look at Natsu; he merely held out his hand, and a sphere of ice enveloped Natsu's torso, upper arms, and thighs.

"Happy, get Lucy out of here!" Gray yelled.

"Aye!" Happy sprouted his wings and grabbed Lucy by the back of her shirt into the air, despite her protests as she desperately closed her skirt, not wanting to reveal her earlier accident to anyone.

"You will pay for your sins, Lyon!" Nightcrawler bellowed as he charged Lyon, only to freeze in a similar manner as Natsu.

"No matter what your filthy kind is capable of demon," Lyon said, his tone seething with hatred, "nothing can break free from my ice."

After a few moments of struggling, Nightcrawler realized he could not break free of Lyon's ice. However, a new idea came forth, making him smile a devilish smile. "I don't need to break free."

Before Lyon could even react, Nightcrawler had disappeared in a puff of blue smoke to Natsu's location and grabbed him before he teleported them both in front of Lyon, free of their ice prisons. The entire display had Gray smugly grinning.

"Happy!" Nightcrawler cried out, "Take Lucy and warn the village! Natsu, Gray, and I will try to stop them, but you should be ready with a back-up plan if anything happens!"

"Aye!" Happy shouted, and then flew off.

"Be careful!" Lucy yelled, before they vanished in the horizon.

Lyon laughed smugly, "As if those two could stop my minions."

"Shut your face Blödmann! Don't you see that they aren't just your minions!?" Nightcrawler shouted. "I have no idea what lies your sinful mind has been preaching, but Sherry could honestly do better than you!"

"Don't underestimate the power of Fairy Tail! Come on, we'll take you on!" Natsu shouted.

"Not us, Natsu." Gray said, staring intently at Lyon, "Just me and Kurt; you go after the other three."

"What!? Why does Kurt get to stay!?" Natsu asked incredulously, but Nightcrawler grabbed his shoulder comfortingly.

"Natsu, we can't let innocent people get hurt because of us," Nightcrawler said, "and no, I'm not going to let you stay, because you know that I'll just teleport you away over and over again." Then he turned to Gray, "Why the sudden change of heart, Gray?"

"As much as I hate to admit it, I'm going to need help, and we get along better. Just don't try to kill me and I won't try to kill you, okay Kurt?" Gray explained.

"Fair enough," Nightcrawler said, "but let's make this fast. This bastard deserves every punch I give him." Nightcrawler cracked his knuckles in anticipation.

Natsu ran off without another word, eager to find Lyon's followers.

Lyon chuckled humorlessly, "You actually think that you stand a chance against me, even with your demon friend aiding you? That's not just reckless, it's also arrogant Gray."

"Why are you pulling the superior act with me, Lyon?" Gray asked, "We're not Ur's students anymore, so just back off!"

"I'm well aware that we're not Ur's students anymore," Lyon said, "After all, our beloved teacher is no longer among the living, thanks to you."

Nightcrawler paled considerably when he heard that last sentence. "Gray, what's he talking about?"

As Nightcrawler gazed into Gray's eyes, he suddenly connected the dots. Gray mentioned that Ur sealed Deliora with the Iced Shell, his expression upon seeing the frozen demon again, Gray mentioning that Ur sacrificed everything, and Lyon's harsh words, made Nightcrawler come to realization that filled him with anger and sadness.

"The Iced Shell is Ur, isn't it?" Nightcrawler solemnly asked.

Nightcrawler's question caused Gray and Lyon to flinch in astonishment, but Gray only nodded in obvious emotional pain. Gray quickly composed himself, before shooting a vicious stare at Lyon.

"Her final act was sealing that monster away," Gray said, "Are you really so heartless that you would destroy our master's legacy?"

"Don't delude yourself, "Lyon said, quickly regaining his composure after Nightcrawler's correct guess, "we both know that _**you're**_ the one who killed Ur."

Gray's eyes went wide and his mouth twisted into a snarl. Nightcrawler had a similar expression on his face. While he never knew Ur, if their teacher was willing to give her life for her students, then Lyon should respect her final act, not tarnish it.

"But you don't seem to have any guilt over that," Lyon continued, "how rude."

**Open Waters 9:10 PM**

Off the shores of Galuna Island, another danger was steadily approaching. A massive ship, bearing a pirate flag, was closing in fast. However, the pirates were unconscious, severely injured by the real danger, the person who hijacked their ship.

The captain of the ship was the only one conscious because he had to steer the vessel. He glanced at the hijacker out of the corner of his uninjured eye.

"So, why do you want to go to Galuna Island? Do you have a death wish?" he asked nervously.

"Just stop pissing your pants and steer," the hijacker said in a commanding voice, as several of the pirates began to wake up.

"If you drop us off somewhere, you can have the boat," the captain pleaded, "Please, I'm begging you! Galuna Island is cursed, and that anyone who sets foot on the island will be turned into a demon!"

"I will take that chance," the hijacker said.

"B-but why do you have to go there?" the captain asked fearfully.

The hijacker stepped out of the shadows, revealing a beautiful 19-year-old girl with long, red hair and brown eyes, her upper body covered in silver armor; the mark of Fairy Tail was on the left side of her breastplate, while a yellow, asymmetrical cross was over that. She was wearing a blue skirt and black, knee-high boots. This was Erza Scarlet, also known as Titania, Queen of the Fairies.

"When rules are broken, the guilty must be punished. That's all I can tell you." Erza said.

Despite them suffering a humiliating defeat at her hands, the pirates were actually warming up to her; it didn't hurt that she was beautiful and they, having gone months without even seeing a woman, saw that as a bonus.

"We'll help you catch those guys," declared one pirate, oblivious to who they were chasing. Erza inspired the captain with her courage.

"All right, you scallywags," he shouted, "get your anchors out of your pants and raise all sails; we're heading straight for Galuna Island!"

As the pirates got to work, they were unaware of Erza uncomfortably shifting her legs together and clutching her crotch in desperation.

'_Of all the ships I had to hijack from Hargeon, why did it have to be the only one without a working toilet!?' _Erza thought to herself desperately. She really needed to get to that island!

**Galuna Island Forbidden Temple Roof 9:15 PM**

"Come on, Gray," Lyon said, "We both know that you're the one who killed Ur, so just admit it."

"He doesn't need to admit anything. I do not know what happened all those years ago, but you are clearly insane. Ur would not be happy with this," Nightcrawler said.

Upon hearing Kurt's accusation, Lyon exploded in an uncontrollable rage.

"Ur's name should not be spoken by either a traitor, or a worthless demon!" Lyon held out his hand, and a spiked ice mace slammed into the duo, sending them flying.

Gray and Nightcrawler struggled to their feet, but Gray was able to say, "Lyon…"

"What's wrong?" Lyon asked tauntingly, "The guilt finally getting to you, Gray? Whether you or your demon friend likes it or not, I _**am**_ resurrecting Deliora."

"We won't let you!" Gray declared; Lyon only smirked.

"It's just like old times," he said, as ice gathered around his hand, "except that I'm much stronger now." An icy-blue magic circle appeared in front of his hand. "**Ice Make, Eagle!**"

Out of the magic circle, a flock of ice eagles had flown out, and headed right at Nightcrawler and Gray. Before Nightcrawler could teleport them out of harm's way, Gray put his fist on top of his palm and slammed his joined hands in the ground. "**Ice Make, Shield!**"

However, much to their shock, the eagles actually flew around the fan-shaped shield, forcing Nightcrawler to teleport them a split second before they made contact to reappear in front of Lyon. All of the ice eagles had shattered upon impact with the ground, much to Lyon's shock.

"While _**Gray's **_specialty is making inanimate objects, Static Ice Make Magic," Lyon said, brushing off his shock with ease, "_**mine**_ is making living creatures, Active Ice Make Magic. Your demon friend might be able to aid you in dodging, but he won't for long."

Instead of dignifying Lyon with a response, Gray activated his magic once again. "**Ice Make, Hammer!**"

A giant ice sledgehammer flew down at Lyon, who merely pointed up with two fingers. "**Ice Make, Ape!**"

A large ice gorilla appeared and blocked the hammer, mere inches from Lyon's head. In a brief struggle, both ice structures had shattered into nothing; Lyon was only smirking.

"You still use two hands to activate your magic? How pathetic. At least the demon could provide a challenge." Lyon smugly said.

"Using two hands is what Ur taught us," Gray said, "Using only one hand to activate your magic makes it incomplete and unbalanced!"

"Well, I'm the exception to the rule, "Lyon bragged, "I surpassed that lying bitch's magic years ago!"

That really got under their skin, but Nightcrawler was clearly more pissed off that Lyon would call a woman by that slur. "Shut up!" they both yelled in anger.

"Regardless," Lyon said, "ever since Gray and I were children, he's never been able to land a single hit on me."

Gray brought his hands together again, "I'm a lot stronger now than I used to be!" He slammed his hands against the ground again. "**Ice Make, Geyser!**"

A spike column of ice erupted from the ground, which engulfed an indifferent Lyon. At first, Gray and Nightcrawler thought they had won, but then the ice cracked and shattered, which revealed an uninjured Lyon.

Nothing has changed," Lyon, boasted, "I was always Ur's strongest student, and I'm _**still**_ your superior, Gray. I was able to master single-handed Ice Make Magic, while you still cling to Ur's flawed method. It is just like the old days, Gray; we might have chosen different paths, but we're frozen in time. Our wizard ranking never changed."

Lyon mercilessly raised his hand. "**Ice Make, Ice Dragon!**"

A giant ice dragon emerged from the spell, which sent Gray flying in the air, and then slamming him on the ground as he slipped into unconsciousness, leaving only Nightcrawler to watch. The mysterious voices had started again, only to disappear shortly, leaving Nightcrawler helpless to save Gray at that very moment.

"That's why I'm reviving Deliora; to prove that I am more than Ur's strongest pupil." Lyon did not even look at Gray's fallen body, "Even in my youth, I only had one dream; to surpass Ur's abilities as a wizard. However, you ruined it for me Gray; after she died, I thought my lifelong fantasy of surpassing her ended. Then, I came to a very fascinating realization; if I could defeat Deliora, a creature so strong that not even Ur could conquer, then I will have exceeded her power. My dream will finally become a reality and not you nor can your demon friend stop me!"

"You truly are a blind fool Lyon." Nightcrawler said, regaining his composure, "Ur loved you and Gray enough to her life to save you, but the fact that your mind is still twisted enough to believe that this is the way to surpass her, is just insanity. Ur made a mistake when she chose you as a student Lyon; you could never surpass her or Gray because your heart is as impure as Deliora.

Finally, Lyon's composure snapped, and he sent dozens of smaller Ice Dragons from all angles at Nightcrawler. Ordinarily, he could have escaped with ease, but the voices had started again, causing him to clutch his head in agony. A seemingly endless barrage of Ice Dragons ravaged Nightcrawler's body, but he could only hear the mysterious, unintelligible voices. With one final Ice Dragon, Lyon sent the bloodied body of Nightcrawler flying over the edge of the temple, his blood dripping along the way.

"Worthless demon! You have no right to speak Ur's name in my presence." Lyon said as he turned and walked away, not even bothering to look at the unconscious Nightcrawler as he fell, unaware of a newly conscious Gray who could only gaze in horror.

"**KURT!**"

**Galuna Island Forest 9:20 PM**

Natsu stopped running through the jungle, a strange chill going up his spine; he looked back at the temple. He could not explain it, but he knew that something definitely was not right. Despite his orders to stop Lyon's minions, Natsu could not ignore this feeling and quickly ran back to the temple.

'_I hope I'm right about this, otherwise Lucy's all they'll have for protection._' Natsu thought to himself.

**Galuna Island Forbidden Temple 9:30 PM**

At the bottom of the temple, Nightcrawler was in absolute agony. His body was bleeding, his head was throbbing, and his bodysuit was in tatters. He could feel himself slipping into unconsciousness, but through sheer will, Nightcrawler remained awake, albeit barely. He could only question why he felt so much pain. Lyon's attack only gave Nightcrawler several cuts around his body, but none of them had struck anything fatal. So, why did he feel like he was dying?

As if his mind was taunting him, he saw the shadow of someone very close to him.

"_Get up preacher, this ain't the way you're checking out_." The feminine voice said.

'Schwester, is that you?' Nightcrawler whispered as he finally slipped into unconsciousness.

Suddenly, the shadow had morphed into a confused Natsu, who did not know what Nightcrawler had called him, but he shook it off.

"We've got to stop meeting up like this Kurt. Almost makes it seem like you get hurt just to see me." Natsu joked as he gently propped Nightcrawler up before lifting him with his right shoulder. Suddenly, Natsu had encountered a newly healed Gray, who accidently touched some of Nightcrawler's blood on his way to save him.

"Looks like you beat me to the punch flame-brain." Gray joked as he took Nightcrawler's left shoulder and carried him in a similar manner as Natsu.

Without warning, Natsu punched Gray in the nose with his free hand, greatly infuriating the ice wizard.

"What's your problem!?" Gray angrily asked Natsu.

"I should be asking you that question! Kurt is injured and Lyon disappeared! As much as I want to punch the living daylights out of that guy, I'm angrier at you for not looking out for him!" Natsu angrily reprimanded.

"I'm sorry," Gray, said, "I should have protected him, but Lyon got me riled up. If I was conscious when he hit Kurt, I could have stopped him. Instead, I let my emotions cloud my judgment." Tears slid down his face, showing how he was truly ashamed for letting this happen. Natsu stopped being angry and looked upon Gray.

"Quit feeling sorry for yourself because something happened that was beyond your control!" Natsu shouted, "You're a member of Fairy Tail, and we don't give up when we're pushed down, we put it behind us and keep moving forward!"

It was then that Gray realized that he had broken one of Fairy Tail's cardinal rules; he'd been caught up in the past, instead of heading towards the future. Even as he and Natsu ran across the jungle to get Nightcrawler to safety, Gray swore never to break that rule again.

**Galuna Island Village 10:00 PM**

Natsu and Gray had been carrying the invalid Nightcrawler to the village for quite some time now. Strangely, they did not run into Lyon or any of his followers the whole way. This made them worry that they were already at the village, but when the trio reached the gate, they saw Lucy, Happy, the transformed villagers and a curvaceous maid with pink hair and shackles on her wrists. Natsu and Gray knew that this was Virgo, one of Lucy's Celestial Spirits.

"Hey, Lucy," Natsu called out as he and Gray carried Nightcrawler, "Is everyone alright?"

"Guys, wait!" Lucy cried out.

"Why?" Natsu asked. The three of them stepped onto a pile of leaves; which gave way and let them fall right into a large hole, painfully.

"Ow… why is there a hole?" Natsu asked.

"Wow that trap actually worked?" One of the villagers asked.

The three of them managed to climb out of the hole, but Lucy was startled when she saw the injured body of Nightcrawler.

"Oh my god! I didn't think he got hurt that bad!" Lucy shrieked, thinking that Nightcrawler's injuries were because of her.

"It wasn't you Lucy, it was Lyon." Gray explained.

"So, why was there a hole here in the first place?" Natsu asked.

"Lucy made a hole to trap Lyon's friends." Happy explained.

"That's dumb," Natsu and Gray, said as they handed off the injured Nightcrawler off to some of the villagers; who began applying first aid.

"Hey!" One of the villagers began pointing to the sky, "Look over there!"

Sure enough, everyone looked in the direction the man was pointing and, to their shock, saw a giant rat flying in the air, using its tail as a propeller and holding a giant bucket. Yuka, Toby, ad Sherry were on the rat's back.

"How the heck does that even work!?" Lucy asked incredulously.

"What's it got in the bucket?" Natsu asked.

As if in answer, a fist-sized drop of green slime flew out of the bucket and headed right at Lucy, who stared at it.

"Is that jelly?" she asked, as it got closer to her.

"Look out!" Natsu shouted, tackling her out of the way. In Lucy's place, the jelly hit a plant that had been at her feet. When it made contact, the plant and a few inches of dirt sizzled and dissolved.

"That was close!" Lucy cried out.

"I knew it smelled deadly." Natsu growled, helping Lucy back to her feet.

"That rat has a whole bucket of that stuff! It's going to drop it on the village!" a villager yelled.

Above them, the giant rat threw the bucket of jelly over the village, releasing a wave of jelly large enough to destroy the village and everyone in it.

"How do we stop _**that**_!?" Lucy screamed at the top of her lungs.

"I need everyone to get to the center of the village!" Natsu screamed as he started to run, "Let's go Happy!"

"Aye, sir!" Happy said as he flew behind Natsu and picked him up, flying straight at the acidic jelly.

Natsu gathered fire around his hands, and then put them together to create a massive ball of fire, "**Fire Dragon Brilliant Flame!**"

With a mighty throw, Natsu hurled the giant fireball into the center of the jelly, causing an explosion that scattered the slime, leaving a safe area around the village. As the jelly dispersed around the village, one of the villagers noticed that Chief Moka was not with them.

Instead, he was kneeling at his son's grave, his arms wrapped around the headstone, blissfully unaware of the jelly heading straight for him.

"Chief, run!" the villager yelled.

"No!" the old man shouted, "I won't leave Bobo's grave!"

All the villagers assumed the worst as the jelly covered their leader; as the mist created by the acid dispersed, however, a figure strode out, carrying the frightened chief.

"Do you wish me to punish him for not listening to you, princess?" Virgo unemotionally stated.

"Virgo!" Lucy yelled with a smile, relieved that she had not sent her back.

As Natsu and Happy landed, villagers who wanted to express their gratitude for saving their lives crowded them, even if most of the village was destroyed. Virgo was also thanked for saving their leader's life until she disappeared back into the spirit world. The only one who did not speak to them was Moka, who merely stared at where he had been a few minutes before.

'Bobo's grave is still standing,' he softly whispered, relieved that his son's resting place was undamaged.

Suddenly, Yuka kicked the headstone over as he and the rest of Lyon's minions entered into view. This caused the wizards to glare at the bushy-browed man.

"The Cold Emperor commanded us to destroy the village _**and**_ its people," Sherry coldly said as she and the rest of Lyon's minions approached, Angelica right behind them, "We were trying to show mercy by making your deaths painless, but since that didn't work, we'll have to this the hard way. And I like the hard way."

"I bet Lyon loves that in bed, Ratte Mädchen" this startled everyone as they all heard that familiar voice. They turned around to see a fully healed Nightcrawler, glaring intently at Lyon's minions.

"Kurt, you're okay!" Natsu yelled happily, before he asked, "But, how?"

"The first aid of this village works wonders for me. It healed me even faster than Porlyusica's medicine for some reason. The point is; I'm ready to make these jerks pay." Nightcrawler explained with a fire in his eyes.

"About time you woke up, Kurt." Gray said, not wanting to tell him how relieved he was that he was okay.

"Just because I was unconscious, didn't mean I was deaf, Gray. I heard what you said." Nightcrawler said, causing Gray to look away in embarrassment as Nightcrawler shot him a teasing smile.

"Ready for some payback, guys?" Nightcrawler asked.

"Oh, yeah baby!" Natsu said.

"These creeps are going down!" Gray yelled.

"Aye!" Happy shouted.

"Sorry, Gray, but you're not part of this equation. I'm going to need you to go to the village and escort them to safety." Nightcrawler said.

"What, why!?" Gray asked incredulously.

"Think of it as retribution for what happened with Lyon. Besides, you are our best chance to get them to safety. Do you really want Natsu or Lucy to get them out of here?" Nightcrawler explained.

"Hey!" Natsu and Lucy yelled.

"What? Natsu is a loose cannon and Lucy couldn't lead a horse to water." Nightcrawler jokingly said to both of them respectively.

"You are right," Natsu and Lucy begrudgingly admitted.

With that, Gray left them to deal with Lyon's minions while he led the villagers away to safety, with a very angry Moka, who wanted to punish the ones who destroyed his son's grave.

"Now, I'll take the dog over there," Nightcrawler said, "Natsu, take bushy-brow; Lucy, go after Lyon's girlfriend."

The wizards and the cat nodded, but their enemies were clearly offended, with the exception of Sherry who was blushing madly and mumbling incoherently.

"I'm not a dog!" Toby yelled.

"Lyon's girlfriend?!" Sherry screeched happily, as she began thinking of perverse thoughts of her and Lyon in bed together.

"Bushy-brow!?" Yuka repeated, his hand going over his forehead.

"It doesn't matter," Sherry said, regaining her composure from her perverted episode, though she was still clearly angry, "we won't stop until everyone in this village is dead; right, Angelica?"

The rat hissed menacingly, and then spun her tail, taking off right after Sherry hopped onto her back.

"I'm not going to let you get away!" Lucy yelled, lunging at the rat and grabbing one of its paws; then she realized what she had just done. "Oh no! I got too excited and jumped on!"

"Oh, this is not going to end well," Nightcrawler, said, holding his right hand to his face.

"Yep, she's definitely a dumb blond." Happy commented.

"Or insane!" Natsu added.

Lucy, deciding to make the nest of the situation, did the only thing that she could think of doing; ironically, it was the very thing that made her wet herself when she was five. She began to tickle the rat's foot and to everyone's shock, the rat began to laugh uncontrollably so much that she lost control and crashed on the outskirts of Galuna Island's jungle.

"Wow, she's going to be ticked." Yuka commented.

"I don't have any ticks!" Toby yelled.

"I wasn't talking to you," Yuka replied, exasperated.

"I hope she's okay. She strangely reminds me of someone." Nightcrawler said, referring to Jubilee.

"I'll go check on her," Happy said, sprouting his wings and flying off.

"Hey, Kurt," Natsu said, "After we beat the crap out of these guys, could you go after him?"

"I wouldn't have it any other way, mein Freund," Nightcrawler answered, "let's make this quick."

The fuzzy blue mutant teleported in a puff of blue smoke and reappeared to punch Toby as hard as he could without seriously hurting him. The force of the punch sent Toby a safe distance away from Natsu and Yuka. Meanwhile, Natsu hopped over Yuka's head and shot a breath of fire at him, but Yuka effortlessly blocked it with a blue barrier.

"Fire from your mouth?" Yuka asked, "Don't tell me that you're the Salamander of Fairy Tail?"

Natsu did not answer, but he glanced out of the corner of his eye to see Nightcrawler confidently staring down Toby, who was rapidly peeing his pants out of fear.

"Strange, I thought you were house-broken." Nightcrawler playfully teased.

"I'm not a dog!" Toby yelled in anger, only to continue peeing his pants even more rapidly than before, until his entire jeans were drenched in urine.

"You know," Yuka said, drawing a smirking Natsu's attention back to him, "we used to be in a famous guild ourselves, so neither of you should blow us off. In fact, the famous Iron Rock Jura is from the same guild; surely, you've heard of Lamia Scale?"

"Nope," Nightcrawler replied, causing Yuka's jaw to drop, "By the way, I think your pet needs some new pants."

"I'm not a pet!" Toby yelled.

Natsu did not even dignify that with a response and instead, he blew another fire blast at Yuka's face, only to have it blocked by another barrier.

"Hey, cut it out!" Yuka yelled, "Listen when someone's talking you idiot!"

"Why?" Natsu asked, "You honestly think I care what guild you're from, or who the other members are? We came here to help these people and you are the ones who put them in danger in the first place! That makes you Fairy Tail's enemy, and that gives me more than enough reason to fight you."

"As for me," Nightcrawler said, "I'm not in a guild, but I know the difference between right and wrong, and I know that Lyon's brainwashing has put you guys in the wrong. As a Catholic, I beseech you to walk down God's path of righteousness and then you can be redeemed for your sins."

"What sins? Lyon never brainwashed us, and everything we have done was in his name. None of us fears death, as long as Lyon is the one who kills Deliora. All of us are beyond saving." Yuka said.

"No one is beyond saving, Yuka, and everyone is worth saving." Nightcrawler said.

"I've had enough of your lies, demon!" Yuka shouted, "Toby, take out the demon; Salamander is mine."

Toby regained his composure and mercilessly growled and leaped at Nightcrawler, who effortlessly caught his fist with one hand.

"Bad doggy, no walkies today!" Nightcrawler said with a smirk.

"I'm not a d-ouch!" Nightcrawler interrupted Toby by his fist going into his jaw, knocking Toby back.

"By the way," Nightcrawler calmly added, "I'm _**not**_ a demon."

Toby leaped back to his feet and lunged at Nightcrawler, grabbing him in a headlock and attempting to punch him in the side of his head with the other. However, since Nightcrawler simply teleported behind him, all Toby accomplished was painfully hitting himself. The dog-like man jumped off and growled.

"You know," Toby, said, "your friend over there is lucky. Yuka's tough, but _**I'm**_ even stronger!" his fingernails had turned green and extended several inches. "These are my Mega-Jellyfish Paralyzing Claws! You'll never guess what they do!"

"Um, paralyze you?" Nightcrawler asked; Toby's jaw dropped in shock.

"How did you know that?" Toby asked, "You got ESP or something?"

"No," Nightcrawler said, "you're dumber than Natsu, no offense dude."

"None taken buddy." Natsu said as he continued his battle with Yuka.

"No one talks to me like that!" Toby yelled, swiping at Nightcrawler, who effortlessly jumped back, "One swipe from these puppies, you will be frozen, just waiting to die!"

"Hey, wait a minute," the blue mutant said, then held a hand to his forehead, "You got something on your face, right about here?"

"What is it?" Toby asked, pressing his fingers against his own head, only to wind up comically paralyzing himself. As he fell to the ground, Nightcrawler could not help but warmly chuckle.

"His parents are probably inbred. Of course, since he's a dog, I wouldn't be surprised."

Once he recovered from his mild amusement, he looked over at Natsu's fight, which was still ongoing. The Dragon Slayer kept shooting fire blast after fire blast, to no avail. Each one was blocked by one of Yuka's barriers.

"It's useless, Salamander," Yuka commented, and then pointed two of his fingers like a gun, "**Wave!**" A blue energy blast shot forth, narrowly missing Natsu, who only shot out more fire, which easily stopped in its tracks.

"The magic I use disrupts all types of magic," Yuka said smugly, "Which means that none of your attacks will work on me!"

"So that's why my fire could not break down his barrier, "Natsu said, understanding.

"I specialize in anti-wizard magic," Yuka said smugly, "something that I was known quite well for in Lamia Scale. For you see, all wizards are helpless before me; even you!" he held out his hand again, "**Wave!**"

Natsu barely dodged another blast, and then charged forward, his fist engulfed in fire, but his punch was stopped again by Yuka's barrier, his flames instantly snuffed.

"You're just as dumb as the dog. Natsu, just punch him as hard as you can without your magic and increase it by expelling your flames through your elbow! He can't block your magic from the outside!" Nightcrawler yelled.

Natsu did just that, much to Yuka's obvious surprise. However, Nightcrawler came to regret his advice when Natsu began to scream in pain as his hand entered the barrier.

"You put your bare arm inside of a vortex of magic energy," Yuka said, regaining his composure, "not smart."

Instead of answering, Natsu continued to force his body to go further into the barrier, much to Yuka's obvious worry.

"Your magic can never beat my brute strength! Kurt was right!" Natsu yelled in pain.

"It doesn't matter," Yuka said, though he was breaking into an obvious sweat, "Your flames are useless inside the vortex!"

"I can still use them outside!" Natsu said as a jet of fire shot out of his elbow, acting as a booster to force his fist towards Yuka's face. "**Fire Dragon Flame Elbow!**"

The force was enough to send Yuka flying with an obvious wet stain on his pants. When he hit the ground, he slipped into unconsciousness. Natsu wiped his hand, and then noticed that Kurt had won his fight.

"Nice job, Kurt," Natsu said, "How'd you beat dog-boy?"

Nightcrawler shrugged, "I just tricked him into paralyzing himself, although he wet himself out of fear first."

Natsu laughed, "Ha! That's hilarious; I wish I'd seen that!"

"It seems like these two had something in common after all despite their boasting; they both had weak bladders." Nightcrawler said, then crossed his arms, "So, do I get a thank you for saving your butt against bushy-brow?"

Natsu looked away in embarrassment, before sheepishly saying, "Thanks."

"Don't beat yourself up. You could've taken both of them out!" Nightcrawler said as he happily patted Natsu on the back.

"Hey, Kurt, aren't you supposed to go after Happy and Lucy?" Natsu asked.

Kurt smacked his forehead, "Right, I forgot!"

"Okay, go after them, "Natsu said, "I've got an idea about what to do with that frozen demon."

"Please tell me it's not punching it." Nightcrawler said.

"No! I have an actual plan!" Natsu yelled irately, "Now, go help our friends!"

"Okay, okay!" Nightcrawler said as he ran off in the direction that Angelica crashed in, "Just be careful alright?"

"Don't worry buddy. I promise." Natsu said as he watched Nightcrawler leave, and then looked around. "Now, which way was the temple again?"

**Galuna Island Beach 12:00 AM**

When Nightcrawler reached the crash site, he found that the giant rat had crawled out of the crater it created when it crashed. Fortunately, it left large tracks for him to follow, which led all the way to the beach, but he remained in the shadows of the nearby jungle. He found the rat unconscious, lying next to Sherry, who was also out cold, but she had clearly wet herself as evidenced by the large puddle of urine she was laying in.

"Did Lucy do this? Either she's stronger than she let on, or she was even weaker than Toby and Yuka," Nightcrawler said to himself.

Suddenly, Nightcrawler heard a rustling in the nearby bushes and went to investigate. Under the cover of night, he was practically invisible, one of the very few useful abilities he had, only because the moon was hidden behind some clouds. However, he was clearly caught off guard when he saw a beautiful red-haired girl wearing armor on her torso and she was dragging an unwilling Lucy and Happy in rope binding that she had most likely brought herself. He was about to intervene, when he heard the red haired girl speak up.

"If you ever tell anyone about this, you are dead!" Erza said as Lucy and Happy frantically nodded their heads.

With that, Erza squatted in position and removed her black panties before releasing a tremendous stream of urine next to a tree, right next to Nightcrawler, sighing in blissful relief. This had unfortunately gave Nightcrawler a full view of Erza's woman parts, much to his embarrassment, and mild arousal. While he never used his powers for anything perverted, he was still a 19-year-old boy.

Erza's stream had finally ended and she was about to wipe herself, when the moon had burst through the clouds, revealing a very embarrassed Nightcrawler. However, Erza had yet to notice him, and she might not have noticed him in time, if it was not for Happy.

"Kurt, run away! It's Erza!" Happy yelled frantically.

In that instant, Erza pulled up her panties and fixed up her skirt before she looked around and saw Nightcrawler, nearby where she had just relieved herself. While she was bewildered by his appearance, she was more concerned with what she had guessed he had witnessed. Her face was redder than her hair as they continued to stare at each other.

"Hi. It's Erza right?" Nightcrawler sheepishly asked.

**AN: Well, things have gotten to a rather embarrassing start for Kurt and Erza, but the next chapter will resolve it. So, I was a little disappointed by the lack of feedback I got on my last chapter, but hopefully this chapter will make up for it. Also, do not forget to vote for Nightcrawler's magic. I will reveal the results in the next chapter, so make sure your vote counts.**

**So, rate and review, and I will be back with an update ASAP. In addition, the German translations in order are, what is this, not on my watch, rat girl, your worst nightmare, sister, and my friend.**

**Next time- Ch 6: Galuna Island Part 4**


	6. Chapter 6

**AN: So, I would like to thank my loyal fans for their reviews, favorites, and follows that I have gotten on this story. Now, I will tone down the toilet humor in all future chapters, mostly because the amount I had in my last chapter was staggering, so don't expect too much of it anymore. I would also like to acknowledge all of the votes I have received on my poll, because this is the big moment, people. At the end of this chapter, I will reveal what magic Nightcrawler will receive in the final chapter of Galuna Island. I decided to end the poll a little bit early. **

**Now, the adventure continues!**

X-Tail

Ch: 6 Galuna Island

Part 4

_Previously on X-Tail…_

_Suddenly, Nightcrawler heard a rustling in the nearby bushes and went to investigate. Under the cover of night, he was practically invisible, one of the very few useful abilities he had, only because the moon was hidden behind some clouds. However, he was clearly caught off guard when he saw a beautiful red-haired girl wearing armor on her torso and she was dragging an unwilling Lucy and Happy in rope binding that she had most likely brought herself. He was about to intervene, when he heard the red haired girl speak up._

"_If you ever tell anyone about this, you are dead!" Erza said as Lucy and Happy frantically nodded their heads. _

_With that, Erza squatted in position and removed her black panties before releasing a tremendous stream of urine next to a tree, right next to Nightcrawler, sighing in blissful relief. This had unfortunately gave Nightcrawler a full view of Erza's woman parts, much to his embarrassment, and mild arousal. While he never used his powers for anything perverted, he was still a 19-year-old boy. _

_Erza's stream had finally ended and she was about to wipe herself, when the moon had burst through the clouds, revealing a very embarrassed Nightcrawler. However, Erza had yet to notice him, and she might not have noticed him in time, if it was not for Happy._

"_Kurt, run away! It's Erza!" Happy yelled frantically. _

_In that instant, Erza pulled up her panties and fixed up her skirt before she looked around and saw Nightcrawler, nearby where she had just relieved herself. While she was bewildered by his appearance, she was more concerned with what she had guessed he had witnessed. Her face was redder than her hair as they continued to stare at each other. _

"_Hi. It's Erza right?" Nightcrawler sheepishly asked._

**Galuna Island Beach 12:05 AM**

Nightcrawler had been on the receiving end of glares from dozens, if not hundreds of people over the years, whether they were from Rouge because he left the toilet seat up one too many times, or from several mutant racists because of his appearance. As a result, the angry glare he got from Erza after she screamed like a banshee when she found him in a very awkward situation, barely got more than a mild concern from him.

'_Although, the sword she summoned after she finished screaming does raise it a bit higher._' Nightcrawler thought to himself.

"Who are you and why were you intruding on a girl's most private moment!?" Erza angrily demanded, not moving her sword from Nightcrawler's throat.

"Forgive me, Scharlach Engel, but this has been a huge misunderstanding," Nightcrawler calmly said.

"What's there to understand? You saw a girl's most sacred spot, pervert!" Erza angrily accused.

"Please, allow me to explain." Nightcrawler said, not even flinching from Erza's threat.

"Save it, demon pervert! What did you do with Kurt Wagner!? I have orders to bring him and Fairy Tail's unauthorized wizards back to Magnolia!" Erza said.

"Um, Erza? That is Kurt." Lucy said, somewhat unnerved from Kurt's attitude at threat of Erza.

The scarlet haired beauty looked at Lucy and then back at Nightcrawler, as if scanning them for the truth. She stared at him incredulously, before she asked, "What are you?"

"I'm a mutant from another universe. I walked in on you by accident, honestly. I'm Catholic." Nightcrawler answered truthfully, despite Erza's comical expression at his story.

"Come with me; we are going to get the others and go back to Fairy Tail." Erza said as she regained her composure, lowered her sword, and began walking towards the village. Happy was still in her other hand, while Lucy followed.

"Hey, wait a minute," Nightcrawler protested, "the villagers are still in danger, and Natsu is still…"

He did not get to finish his sentence; Erza pulled her sword around again, the blade pushed against his throat, her left eye blazing with fury, while her long hair masked her right eye. Much to the shock of the Fairy Tail members, Nightcrawler had not even blinked.

"We _**can't**_ leave," Nightcrawler said slowly, never breaking eye contact with the red-haired beauty. "The villagers are in danger and it's all of our faults, Natsu is off in the jungle doing who-knows-what, and there's a homicidal wizard who want to bring back the demon responsible for the death of his and Gray's master."

"I'll go with you to the village to check up on them, but I'm not leaving this island if it means that these people have to suffer any more than they already have. I made a promise to God that I would make them pay, and I never break my promises."

Suddenly, Erza's wrath had disappeared again into a more neutral demeanor, and she lowered her sword again.

"I will go to the village to make sure that everyone's alright, but as soon as I find Gray, I'm getting Natsu and we will all leave this place; you aren't a member of Fairy Tail, and thus, I cannot order you to leave. However, since you almost died at the hands of a Vulcan and its dark out, for your own safety, I suggest that we do not search for Natsu until tomorrow morning. "Erza said.

Erza hated it when someone defied her, especially when it is the same someone who watched her in her most semi-private moment, but she really did not have any authority whatsoever to detain him. The only thing she could do was keep him in one place, at least until she could convince him to come with her.

As much as Nightcrawler hated to admit it, Erza was right. He could easily find Natsu with his infrared vision, but he was too tired to search all over the island for him.

"Fine, I'll wait until then, "Nightcrawler said, before adding, "Didn't Makarov tell you what I looked like?"

"I didn't think he was sober when he told me," Erza jokingly replied. This was strange for her since she rarely joked, but she was more at ease with Nightcrawler for some reason. However, she quickly shook it off as the four of them left the beach.

**Galuna Island Storage Area 12:30 PM**

The next day, when Gray woke up, he noticed two things. First, that he was in a tent, but somewhat coherent of his surroundings and second, that he felt very well rested for some reason. It was as if he was a new man after he saved Nightcrawler with Natsu.

Stepping out of the tent, Gray shielded his eyes against the afternoon sun; around him was a mass of tents, similar to the village, but it was definitely further away.

"Oh, thank goodness," a voice from behind Gray said, causing him to turn and see one the village girls, "I'm glad you're awake."

"Oh, hi Sakura," Gray said, still not trying to look at her cursed leg, which was blue and almost insect-like.

"It's a good thing you were there to lead us back here. I still can't believe that your old friend would do something like this," Sakura said.

'_I still can't believe you actually tried to do it, Lyon,_' Gray thought, disgusted by his honorary brother.

"You know," Sakura said, "it's a miracle that you and your friends were here; because of you and them, everyone in the village is alive."

"I'm just glad that no one was hurt," Gray said, relieved by Nightcrawler's actions, "Are they still here?"

"Well, Lucy and Happy are, but after the fight, Natsu disappeared, and Kurt went after him this morning. They are waiting for you in that tent. You're a really heavy sleeper." Sakura pointed to the tent in question.

After thanking Sakura, Gray made his way over to the tent and walked inside. A miserable Lucy and Happy being tied up dumbfounded him and the girl, whose wrath haunted his nightmares, Erza Scarlet, who was calmly drinking tea. Though she sat very calmly, her legs crossed and her hands folded over her lap after she finished drinking her tea, her eyes told a very different, violent mood.

"You made me wait, not smart," Erza said in calm, yet dark tone.

The only thing that kept Gray from running was his concern for Lucy and Happy. For some reason, he felt better than he ever had after his fight with Lyon.

"Erza!" Gray said as he desperately tried to come up with an excuse to take the pressure off him, "Um, why are Lucy and Happy tied up? And why isn't Kurt?"

"Lucy informed me of the situation," Erza said, ignoring Gray's first question, "and Kurt isn't a member of Fairy Tail, so I couldn't stop him. He went off to find Natsu."

If Gray was not worried that Erza might kill him, he might have noticed that Erza was blushing a little when she mentioned Kurt, still embarrassed about how they met.

"As it is," Erza continued, "I thought you had been sent to stop these fools, not join them; needless to say, I'm disappointed, especially considering your relationship with Kurt. Based on what Lucy told me, you were not exactly civil with each other, but you started it. However, now that you're awake, we're going to search for Natsu and Kurt, and then we can go back home."

"But we can't leave the island yet!" Gray protested, "If Lucy filled you in, then you know what these villagers are going through!"

"And what would be your point?" Erza hardly looked at him, "I came here solely for the purpose of taking you all back to Fairy Tail; I'm not interested in anything other than that."

"How can you be so heartless?" Gray asked

Erza turned around, furious. "What did you say!?"

As cold as Erza acted, it was nothing more than a facade. She did everything she could to make sure that innocents were saved from pain and suffering. However, the safety of her Guild, her family, would always mean more than the safety of strangers. If she had to live with the guilt, the so be it, but it would only be felt by the knowledge that her friends were safe.

A magic circle appeared in front of her hand, and a sword emerged, she grabbed the hilt and pointed the weapon at Gray.

"If you break the Guild's rules, then you will face the consequences." Erza stoically said.

Gray flinched, but then he composed himself; to everyone's shock, he then grabbed the sword and placed the tip over his chest, right above his Guild mark.

"Do what you must," Gray toughly said, "I can't just walk away from what I know is right."

For what seemed like an eternity, neither Gray nor Erza broke eye contact; finally, Erza lowered her sword and Gray started to walk away.

"All I can do is save the people in front of me," Gray said, before he left, "That's why I'm seeing this through to the end… and not even you can stop me, Erza."

After he departed, Erza shook in anger, before leveling a glare at the bound Happy and Lucy, causing them to panic; they thought that Erza would take her rage out on them.

"We're sorry!" Lucy screamed, "We have no control over them!"

"Gray's not feeling like himself," Happy added urgently, "because he lost a fight with his old friend!"

Before they could even blink, Erza swung her blade, slicing through the ropes that bound them.

"These events are inexcusable," Erza said, "but we'll deal with the direct problem first; we're going after them!"

"Hooray! "Lucy and Happy cheered.

"This doesn't change anything," Erza growled, "You're still going to face the consequences for your actions."

Their faces fell. "Yes, ma'am."

**Galuna Island Forbidden Temple 3:30 PM**

"Oh man, this sucks," Natsu, sighed to himself as he finally made it to the temple, "I came up with an awesome plan, but I just had to get lost and fall asleep!"

"I'm just impressed that you made it here at all!" Nightcrawler's voice called out from behind him, causing the Dragon Slayer to turn around. Nightcrawler was leaning against a tree, an amused smile on his face.

"Kurt? How'd you know I'd be here?" Natsu asked.

"It wasn't hard," Nightcrawler, said, "You mentioned that you had a plan to stop the demon from resurrecting, and Deliora is underneath the temple. I knew you would eventually come here to do…whatever it is you are planning. I am just astonished that you got lost!"

Natsu scowled when Nightcrawler started to chuckle. "Hey, it's not my fault; I'm used to finding stuff with Happy!"

"It doesn't matter anyway; besides, I made a new friend while I was waiting for you." Nightcrawler said as he suddenly began to whistle.

After he finished whistling, there was a rustling by some nearby bushes. Natsu readied for combat, only for a small Beagle puppy to appear from the bushes; no bigger than Happy. While it looked like a normal Beagle, it was strangely blue in color and it had yellow irises, but its tongue was still a normal red. It began to run and tackle Nightcrawler to the ground, only to affectionately lick his face, causing the blue mutant to warmly chuckle as he managed to calm the strange dog down.

"I'd like you to meet, Azure." Nightcrawler said as he lovingly petted his new friend.

"Azure? Weird name for a boy." Natsu said.

"She's a girl." Nightcrawler tersely said.

"Oh, sorry girl." Natsu said to Azure, who merely barked.

"Anyway, we're here, so let's wrap this up before Erza totally kills you." Nightcrawler said dismissively.

"Erza's here!?" asked a terrified Natsu, before adding, "What do mean by, 'we', is that dog going to help? No offense, but it can't attack with cuteness."

As if right on cue, Azure morphed from a cute Beagle puppy into a full-grown wolf with sharp teeth and thick, black armor plating on her upper body , before nonchalantly switching back to her previous form, much to Natsu's shock.

"How'd she do that?" Natsu asked, "I thought that the curse only affected them at night."

."Apparently, it is only for the humans. The animals can switch back from their forms at will." Nightcrawler explained.

"Cool! But, what about Erza?!" Natsu fearfully asked.

"Don't worry, Natsu. She doesn't have any control over me, so she couldn't stop me from helping you." Nightcrawler said.

"Great!" Natsu grinned as he held up his hand, "Let's go! I am all fired up!"

Nightcrawler gave him a high five, or a high three in his case, while Azure merely barked happily, "Yeah! Watch out Lyon, we're coming to get you."

**Galuna Island Forbidden Temple Upper Floor 6:30 PM**

Lyon could only stare at his remaining subordinate as he continued to nurse his damaged left cheek with an improvised ice pack, which was just him cooling the cheek every few hours.

"How pathetic; you're the only one still standing, Toby?" Lyon disappointingly asked.

The dog-man in question shifted nervously, relieved that Lyon gave him an identical pair of pants, sweat growing on his brow.

Lyon sat down, "Those Fairy Tail wizards, and the filthy demon they've aligned themselves with… they're quite the formidable bunch, and clever too, if they were able to trick you into paralyzing yourself."

Toby flinched, putting one hand against the bandage on his forehead, "Hey, can we keep the whole 'shocking and wetting myself' thing a secret?"

A new voice interrupted the conversation. "This unfortunate turn of events could put the return of Deliora in jeopardy."

Toby jumped at the sudden appearance of a small, hunched man who wore worn, red clothes, a gray cloak, and a red, horned mask that only covered the upper half of his face, showed a wide grin.

Lyon hid his surprise well, not even blinking, "Zalty, you're as stealthy as ever."

Zalty was a mystery to Lyon and his allies; though he provided them with good information, he never lived in fear of Lyon's power.

"If all goes as planned," Zalty said, "the demon will awaken at some point tonight, despite our lack of chanters." It was true; after Nightcrawler teleported them away from Galuna Island, they would actually run into Erza, who effortlessly defeated all of them, and were currently prisoners on board her stolen pirate ship.

"Regardless of their absence, your remaining followers should be able to finish the ceremony, but we need to keep an eye on these wizards and that demon they have allied themselves with. If they stop the ceremony, then Deliora would remain entombed in ice. Salamander and Titania are very powerful, as is that demon, and there is a good chance they could foil our plans." Zalty continued.

"As always," Lyon calmly said, "you seem remarkably well-informed. However, I can honestly say that I am not afraid. They might be strong, but that demon is still no match for me."

"Really? Then how'd you get that bruise?" Toby quipped, before Lyon shot him a dirty look, causing Toby to tremble in fear.

"I was hoping you'd say that, Lyon," Zalty anxiously said, "so it's very reassuring to hear. Still, allow me the honor of joining you in battle."

"Wait, you're a wizard?" Toby asked, after he composed himself.

Lyon considered for a brief moment; Zalty had not done anything to betray him, "Sure, we could use another wizard."

Zalty opened his mouth to say something, but when the temple had suddenly begun to shake, interrupting him.

"Is it an earthquake?" Toby asked fearfully.

"I don't think so," Lyon said; the shakes were coming in little bursts, not a long quake, and it seemed to be happening on one side of the temple.

"It's all coming down!" Toby fearfully said.

Finally, with one last rumble, the temple suddenly tilted on one side, nearly causing Lyon, Toby, and Zalty to lose their balance and fall. They thought that it was over, but a fire blast ripped its way up through the floor, nearly burning them.

"What is the meaning of this!?" Lyon demanded. Zalty looked into the floor in the hole and grinned.

"I should have known that Salamander would make the first move, though I would have thought he'd come alone. It seems that he brought the demon with him and a strange wolf.

Below them, several levels of the temple down, stood Natsu, Nightcrawler, and a transformed Azure.

"Told you we could help," the blue mutant said smugly, accompanied by Azure's deep bark.

"Yeah, yeah, don't go rubbing it in;" Natsu grumbled good-naturedly, "I'm just glad that I had help for this. Usually, I break stuff by accident; I'm not used to destroying stuff on purpose."

"There's a first time for everything, my friend." Nightcrawler said.

"What are you two doing here!? And why do you have a guard dog!?" Lyon demanded.

"We're knocking this place over," Natsu said.

"Yeah, that way you won't be able to shine moonlight and reawaken Deliora!" Nightcrawler continued, accompanied by Azure's angry bark.

Before they had begun demolishing the temple, Natsu briefed to Nightcrawler that magic followed, the path set by the direction of a magic circle. If the circle for the Moon Drip were tilted, the light would not shine onto Deliora; if the temple were shifted far enough, Deliora would stay as untouched as a nun would.

Nightcrawler had to admit it; it was actually a stroke of genius on Natsu's part. After the explanation, the three of them began to destroy the support columns on one side of the temple, causing it to become unbalanced. While Nightcrawler and Azure did not have any magic like Natsu to help, they were still more than capable of aiding him with their combined strength.

"How dare you!" Lyon angrily said, "Who do you think you are!?"

"I already told you," Nightcrawler cockily said, "I'm your worst nightmare! If you understood German, you'd know that."

Natsu decided not to engage in any sort of banter, instead, he shot out fire from the bottom of his feet, propelling him upwards like a rocket.

"Impressive Natsu! We'll catch up!" Nightcrawler said as he whistled again and Azure transformed back into her small form before happily landing in his arms. He then looked up to Lyon's location and teleported in a puff of blue smoke behind him, a few moments before Natsu reached the top.

"**Fire Dragon Sword Horn!**" Natsu said as he wrapped himself up in flames and collided with Lyon headfirst. The impact did not even slow him down; he and Lyon were nearly at the ceiling when Lyon's body began to crack like glass and then shattered.

"Figures. The coward used an Ice Fake." Nightcrawler said, remembering what Gray had told him about Ice Make magic during their trek through the jungle to find the village

"Hardly. What you call cowardice, I call strategy." Lyon confidently had said from behind them, but was actually grimacing. His attack against Nightcrawler would have left most wizards incapacitated for several days, but the only way he could tell that he was injured was his tattered bodysuit. Otherwise, he looked perfectly healthy, much to Lyon's frustration.

"Let's see how you dodge in midair, Salamander!" Lyon held out his hand, "**Ice Make, Eagle!**"

The flock of ice eagles darted towards the falling Dragon Slayer, but Natsu only angled his face upwards and shot a breath of fire, propelling him away from danger as he landed beside Nightcrawler.

"Smart move, using your breath as a thruster." Nightcrawler complimented.

"Thanks, I'm not smart enough to know everything, but I'm dumb enough to try anything." Natsu said grinning; then his smile disappeared, "Look out!"

Another flock of Ice Eagles was headed straight for them, but Azure leapt out of Nightcrawler's arms and transformed. Before they could try to save her, the transformed Azure summoned a dark blue magic seal and let loose a magic roar that shattered the Ice Eagles on contact and forced them all to cover their ears until she transformed back and happily jumped into Nightcrawler's arms. This left Nightcrawler and Natsu in a confused daze.

"Did you know she could do that?" Natsu asked.

"Nope." Nightcrawler replied, before he got another headache, forcing him to put down Azure as he began to clutch his head, much to Natsu and Azure's concern, but Lyon's amusement.

"Well, it appears that the demon has sensitive ears. He can't even handle his beast's howl." Lyon mocked.

"Kurt, are you getting those headaches again?" Natsu asked, too concerned to talk back at Lyon. During their destruction of the columns, Nightcrawler told Natsu about the mysterious headaches he was receiving. Fortunately, they stopped and Nightcrawler replied, "Yeah, I should be alright."

However, Azure was clearly more concerned as she began to snuggle Nightcrawler's legs, whining in concern.

"It's okay girl. You and Natsu can take Lyon down!" Nightcrawler confidently reassured as he stared down Lyon. Azure had calmed down and barked in excitement as she transformed. However, before his friends could even attack, Zalty held out a hand, and the floor beneath them grew brittle and turned to dust, sending the three of them plummeting to the lower levels of the temple.

"Very fortunate, Lyon," Zalty said, "Luck is on your side."

"What did you do?" Lyon suspiciously asked.

"Whatever do you mean?" Zalty asked innocently.

"Don't play dumb with me!" Lyon snapped, "Your magic had to have caused that hole in the floor."

"Well, it appears that nothing escapes your eye, does it?" Zalty commented, "Please allow me to explain my actions, sir. After all, you're the only one strong enough to defeat Deliora, so it's imperative that you remain in one piece."

"Are you suggesting that _**I**_ could fall victim to such lower-class magic?" Lyon said as a cold fog formed around him.

With a twitch of his finger, the floor, walls, and ceiling of the room they were in had become coated in a thick layer of ice, excluding the hole where Nightcrawler, Natsu, and Azure had fallen and the parts of the floor they were standing on.

"Leave me," Lyon ordered, just as Nightcrawler, Natsu, and a normal Azure in Nightcrawler's arms teleported back up. "I can take care of this wizard, demon, and their pathetic pet by myself. When I finally defeat Deliora, everyone will worship my name; Cold Emperor Lyon; I have worked too hard for anyone to tarnish this day, especially a worthless demon." Lyon then sent another flock of ice eagles at the trio, only for Nightcrawler to teleport them out of harm's way.

"Can't you see your sins, Lyon? Gray and I are never going to stop reaching out to you because of your pointless pursuit of vengeance. Ur did not die for you and Gray just so you could bring back Deliora! She loved you both!" Nightcrawler said.

"I didn't know that she died sealing it." Natsu solemnly said, warmly remembering Igneel. Natsu lost his train of thought and he did not notice the Ice Eagles coming for him, until Nightcrawler managed to teleport them all to safety again.

"Misguided? You are misguided! Nothing will stop me from resurrecting Deliora; it is the only way I will ever surpass Ur!" Lyon bellowed as he continued attacking the trio, who safely teleported away from each of his attempts.

Despite their numbers advantage, Lyon was actually doing an admirable job of attacking his opponents. Still, the teleportation made it impossible for Lyon to get a direct hit on any of them, and it was only a matter of time before he would run out of his magic power, or make himself vulnerable to a direct attack.

"Please, Lyon! Do us both a favor and concede. I don't want to hurt you!" Nightcrawler gently demanded.

"Are you kidding me!?" Natsu asked incredulously, "He's cursed the villagers, attacked you and Gray, and he's trying to resurrect a demon! You still don't want to hurt him!?"

"He's not a true villain, Natsu. I can tell that he has a good heart; it is just clouded by grief and anger. It is why I did not try to hurt him after I found out the truth about Ur. Lyon, Ur's death is not your fault. As a Catholic, you must be able to forgive yourself before you can ask forgiveness from God. Please, stop this pointless pursuit of vengeance and return to God's good graces. That's what Ur would want." Nightcrawler warmly preached.

In absolute silence, Lyon shed a single tear, before whispering, 'I am beyond saving.' With that, Lyon prepared to attack, only for the wall next to them began to crack. It eventually shattered, revealing a smiling Gray, Lucy, Happy, and Erza!

"Guys, you're okay!" Nightcrawler said, surprised that they made it here from the storage area so fast.

"Yeah, for some strange reason, when I touched your blood, all of my wounds were healed, and I'm more than ready to fight with all of this new energy I have to burn! Now, back off, it's time for Lyon and me to finish what we started." Gray said.

"No way, man!" Natsu said, almost not freaking out over Erza's appearance, "You already lost to him once!"

"Unfortunately, Natsu makes a good point." Erza reluctantly admitted, much to Natsu's relief.

"No, Gray's right. They both need this." Nightcrawler said, much to everyone's shock, even Azure who merely growled questioningly.

"You know, it's because of Kurt that I'm able to get closure. If it wasn't for him, I'd use the Iced Shell on you." Gray said, much to the group's shock.

Gray had informed Lucy, Erza, and Happy about the Iced Shell, so they were all concerned by his suggestion. Even Lyon flinched for a brief moment. However, Gray's smile gave his answer.

"I'm not going to sacrifice myself for my friends because they need me around. I guess some of Kurt's lessons finally sunk in. Lyon, this ends today; brother vs. brother!" Gray proudly declared, much to the group's relief, especially Nightcrawler and Natsu.

Before things could escalate further, the entire room began to shake.

"Oh, what now?" Natsu asked in exasperation.

The room, as well as the rest of the temple, had been resting at an angle; however, it was now falling back to its original position. In a matter of seconds, it was as if none of the damage that Nightcrawler, Natsu, and Azure had inflicted never happened.

Natsu was stomping at the ground in frustration, while Nightcrawler and Azure were equally confused, as well as the others; what had happened?

"This is bad," Gray, said, "The moon is going to shine on Deliora!"

"Forgive the intrusion," Zalty said, entering the room; he and Toby had slipped out during the fight between Nightcrawler, Natsu, Azure, and Lyon.

"I should have known," Lyon, said calmly, "_**You**_ did all this?"

"The moon is on the verge of revealing itself," Zalty replied, "so; I thought I'd fix the temple for you."

"That weirdo fixed the temple all by himself?" Gray asked; astonished by the power that must have required.

"After all the trouble we went through to mess it up, too," Natsu complained, then angrily shook his fist at Zalty, "So, what did you do to fix it?"

Zalty looked at Natsu and merely began to laugh maniacally.

"Tell me how you fixed it, you jerk!" Natsu screamed, before an annoyed Erza hit him in the head.

"Well, if everything is in order, I'll prepare the Moon Drip ceremony," Zalty said, before he ran off.

"Would you quit ignoring me, you masked freak!?" Natsu shouted, miraculously recovering from Erza, and then began to chase after him.

"We can't let Zalty complete the Moon Drip ceremony, "Nightcrawler said, before turning to Lucy, Happy, and Azure, "I need you three to get to the roof and stop Toby from completing the Moon Drip ceremony." He then turned to Erza, "Erza and I will go after Natsu and make sure he doesn't go overboard. Are we all agreed?"

Without question, the entire group was content with their orders, except a very nervous Happy looking at Azure as she transformed, and Erza, who was not used to someone else giving orders, but she couldn't argue with Nightcrawler's logic and reluctantly nodded.

The teams went after Zalty and Toby, trusting Gray to take care of Lyon, without so much as a word. As soon as everyone left the room Gray said, "Lyon, there's something I need to tell you before this gets ugly."

"What is it?" Lyon annoyingly asked.

"Ur…is alive."

**Galuna Island Caverns 7:10 PM**

"Natsu, slow down!" Nightcrawler yelled as he and Erza continued chasing the Dragon Slayer.

"No way!" Natsu called back, chasing the fleeing Zalty, "Not until he tells me how he fixed the temple!"

Finally, Zalty stopped running and pointed his hand at the spot above Natsu; a chunk of ceiling came loose and fell right at him.

"Look out!" In a puff of blue smoke, Nightcrawler teleported to Natsu's side and reappeared behind Erza.

"See, _**that's**_ why you should have waited for us, you idiot!" Erza reprimanded.

"Sorry," Natsu said sheepishly, and then he noticed that Zalty was not finished yet; the masked man waved his hand and the chunk of ceiling that had fallen lifted back to where it was; the damage disappearing like it had never happened.

"That's how I fixed the temple," Zalty explained.

"You are a master of Chronokinesis, better known as time manipulation?" Nightcrawler asked.

From the way that Zalty whipped his head around to look at Nightcrawler, he was surprised. Even Natsu and Erza were a little shocked by his deduction.

"Yes, I am; how did you know that, demon?" Zalty asked.

"My old team came in contact with a few of those," Nightcrawler said, referencing Cable and Bishop, although Cable was more competent, "But they had other means of manipulating time."

"Humph," Zalty appeared a bit put out, "Still, this magic is extremely rare, rare enough that it is one of the Lost Magics, a type of magic so powerful and dangerous that it has been lost to history."

Strangely, when Nightcrawler continued to look at Zalty, he did not see a man, he saw a woman with black hair, wearing a tasteful white dress, inside of Zalty.

'_Er ist eine Frau?_' Nightcrawler confusedly thought to himself.

"Your pink-headed friend's magic is another example of Lost Magic," Zalty said, referring to Natsu.

"Wow, really?" Natsu asked.

"Who would've guessed that Natsu had Lost Magic this whole time?" Erza commented.

Before they could go any further, Zalty laughed and vanished, much to the irritation of his opponents.

'_Why do time travelers always leave without so much as a good-bye?_' Nightcrawler wondered.

**Galuna Island Forbidden Temple Upper Floor 7:15 PM**

Lyon did not move a muscle, staring at Gray with wide eyes.

"The Iced Shell does not actually kill its caster," Gray continued, "It uses their body to form the barrier; the ice keeping Deliora sealed away, which you have been trying to melt, _**is**_ Ur. She is not dead; she lives on in that ice."

Lyon just stared at him.

"I am sorry that I never told you the truth back then," Gray said, "Ur made me promise to keep it a secret. She was worried if you knew, you would spend the rest of your life trying to bring her back."

"Of course," Lyon muttered.

"It's over," Gray gently said, stepping closer to Lyon before he embraced him a brotherly hug, "There's no reason to go through with this anymore."

Lyon raised his hand, but before Gray could move, he placed it against Gray's right side and sent an icicle straight through him. Gray fell to his knees, clutching the wound in agony; it did not feel like it hit any of his vitals, but it still hurt.

"Sympathetic fool," Lyon said, "I know how the spell works; I can assure you that she isn't alive anymore. That's nothing more than a chunk of ice!"

Gray pulled the bloody ice out his side and tried to rise. "You…you knew all along?"

"Didn't my expression at your demon friend's correct guess tip you off? Knowing is one thing, believing is another, and if you truly believe that Ur is alive in there, then you're a bigger fool than I thought! That demon filled your head with lies of redemption. Believe me Gray, I'm beyond salvation." Lyon coldly said.

"You knew the truth?" Gray said though clenched teeth, "And you still did this!?"

"And what of it?" Lyon asked, as Gray got to his feet. Before he could react, Gray had covered the distance between them and delivered a haymaker that sent him flying into the wall.

"I-impossible!" Lyon gasped, "How can you move with that wound?"

"Enough," Gray said, his voice turning as cold as his magic, "I wanted to save you, but I can't save you without Kurt."

Lyon staggered to his feet, "You want the title of star pupil for yourself? Well I am sorry, but I have to fight against Deliora, and I have wasted enough of my magic on your worthless friends. I would rather not waste what I have left on you, my pathetic brother."

Gray took a fighting stance, "Well then, it looks like we'll have our fists do the talking."

"Ha! Do you honestly think you stand a chance against me without your magic? It is your funeral Gray." Lyon coldly said.

Gray made the first move, charging forward, but Lyon moved around his punch and struck him in his wound, almost making him fall to the ground again.

"Aim for your opponent's weak spot, then hit it with all your might," Lyon mocked, "Ur taught us that, remember?"

"You have no right to speak her name!" Gray attacked again, but Lyon drove his knee into Gray's gut, knocking the wind out of him."

Stunned, Gray was left wide open for a bombardment of attacks from Lyon.

"What a shame," Lyon said, sounding bored, "your fists are just as weak as your magic."

Every time Gray tried to attack, Lyon would effortlessly counter, sending him careering to the floor or into a wall. Despite that, Gray actually started to smile; his own stubbornness reminded him of all the times that he and Natsu had fought when they were younger. He never gave up then, and he was not going to give up now! He got up one more time; seeing this sent Lyon into a rage.

"I should have killed you when I took care of your demon friend!" he yelled, both brothers' fists hitting the other's face; for a moment they were stuck like that, before a rush of strength from Gray sent Lyon crashing into another wall.

"You ae going to have to step up you game if you want to beat me!" Gray yelled. Lyon rushed forward again and the two began exchanging hits. "I've never given up before, and I won't give up here! I am not going to lose to you!"

With a final roar, Gray sent Lyon careening, and this time he did not charge back in; instead, Lyon used a chunk of ice to drag himself upright, gasping heavily.

"The Cold Emperor, defeated in battle by his little brother!? I won't stand for it!" Lyon angrily said.

"Then get over here," Gray panted, "and fight!"

In utter rage, Lyon pointed his hand at Gray. "**Ice Make, Ice Dragon!**"

A giant ice dragon flew at Gray, clinching its jaws on the ice wizard; fortunately, Gray was able to break the ice enough that he was able to fall out of the construct's mouth. However, it was still another painful wound.

"I thought we said no magic, big brother!" Gray said, getting back up.

"Don't be such a sore loser," Lyon said, "This duel was pointless from the start. Deliora will be resurrected either way; it is far too late to stop me now!"

"I won't stop trying! You aren't blood, but you are still my brother!" Gray said defiantly.

"Try all you want," Lyon said, "but Zalty is preparing the Moon Drip ceremony as we speak. I always was the better fighter, little brother."

"Kurt, Natsu, and Erza won't let him," Gray said, smiling, "The second you underestimate Natsu is the second you lose, Kurt's got tricks that I've never seen before, and Erza; trust me, your friend doesn't have a prayer."

**Lower Galuna Island Caverns 7:55 PM**

Zalty stood before the frozen form of Deliora, maliciously smiling from ear to ear.

'At long last' he whispered, before the sound of yelling made him dodge a fiery punch.

"There you are!" Natsu yelled, "I'll burn that stupid smile right off of your face!"

Zalty dodged another attack, this time a sword from Erza, who glared at the Dragon Slayer along with Nightcrawler.

"What part of 'wait until we're in position' did you not understand?" Erza angrily yelled at Natsu.

"I'm sorry, but I couldn't help it, "Natsu protested, "He pisses me off!"

Zalty laughed, "The term 'hot headed certainly applies to you, Salamander; by the way, how did you manage to find me?"

"I followed my nose," Natsu said, "For some reason; you reek of lady's perfume."

"_Ist er verwirrt?_' Nightcrawler thought to himself.

Zalty merely laughed it off, "I would love to stay and chat, but I have other things to do."

"Like buying a dress?" Nightcrawler joked, but did not get a reaction.

"Like reviving Deliora," Zalty responded.

"Just forget about it already," Natsu confidently said, "it's not going to happen."

"Really?" Zalty sarcastically asked, "Why is that, pray tell?"

"Because, Gray's going to beat Lyon." Erza interrupted.

"And we're going to beat you!" Nightcrawler added.

"We'll just see about that," Zalty seriously said, then pointed at Deliora.

To the shock of Nightcrawler, Natsu and Erza, there was a stream of Moon Drip hitting the ice!

"Someone's performing the ceremony?" Natsu asked.

"Wait, weren't Happy, Lucy, and that weird dog supposed to find Toby?" Erza asked, "I have the remaining chanters locked away on the ship I used to get here."

"Wait, what? How'd you do that?" Nightcrawler asked, ignoring her question.

"They were all drifting by in the ocean and I defeated them with ease. I don't know why they were there in the first place." Erza honestly responded.

"That's because I teleported them away," Nightcrawler said, "By the way, 'that weird dog's' name is Azure." Nightcrawler said, returning to Erza's first question.

"Oh, sorry. He's a fine dog." Erza said.

"She's a girl." Nightcrawler said tersely.

"If I may interrupt, Miss Scarlet did take out the chanters," Zalty confirmed, "but Toby is still performing the ceremony all on his own. It will not be much Moon Drip, but it will only take a little more in order to free Deliora anyway. I guess your friends failed."

Sure enough, a huge chunk of ice began to crack and shatter causing Natsu to panic.

"I'm going to stop you!" Natsu rushed to the exit, but Zalty used his magic and sent a chunk of ceiling falling at him; Natsu barely dodged it in time.

"I'm afraid that none of you are going anywhere," Zalty sadistically smiled, "guess chasing me was just a waste of time. It is a pity; I really expected more from the great Titania."

"I'll show you! **Re-quip!**" Erza declared as a golden light engulfed her body, forcing Nightcrawler and Natsu to look away. When the light faded, Erza was wearing an armor that was primarily dark red but also sported orange and black parts, with the first ones shaped like flames and the second one resembling the limbs of a dragon. She now sported high, long pigtails. In her hand was a long, flaming sword.

"Flame Empress Armor, really?" Zalty asked incredulously, "You might make the ice melt faster."

"If the ice could be melted with fire, you wouldn't have gone to all of this trouble! Bluff all you want, but once we're done here; all our friends have to do is stop the ceremony!" Erza declared.

"It seems that the great Titania lives up to her reputation." Zalty said as he laughed.

Behind the fighters, the frozen body of Deliora began to shake; the vibrations were strong enough to make the entire cave shudder.

'_You better win, Gray,_' Nightcrawler thought to himself.

**Galuna Island Forbidden Temple Upper Floor 8:00 PM**

"Why do I get the feeling that wasn't my friends?" Gray asked, feeling the shaking temple.

"The ceremony is nearing its end, "Lyon smugly said, "The ice sealing Deliora is melting away."

'_Ur…_' Gray solemnly thought.

"There's nothing you can do," Lyon continued, "it's too late to stop it; you and your friends have failed, little brother!" an icy mist gathered around him. "I've waited three years for this day, Gray. I've been gathering allies, and obtaining knowledge; it was fortunate that I found this place." He sent a flock of Ice Eagles at Gray, who barely managed to evade them. "I won't allow you or anyone else to ruin this!"

Backed into a corner, Gray raised an Ice Shield, letting the Ice Eagles shatter against it, "You've wasted _**three **_years on this misguided plan!?"

"Misguided!?" Lyon angrily said, "How dare you say that! You have spent the last _**ten**_ years wasting your life in some foolish guild!"

At last, Lyon's bombardment broke through Gray's shield, but he was able to dodge Lyon's latest attack. "Because I put my faith in what Ur taught us! She said that in the western countries, there were many strong wizards to teach us; so I went west, and I joined Fairy Tail. I asked Master Makarov if he knew any way to bring Ur back, but he said there wasn't, except for one way; he wouldn't tell me what it was, but it was probably the Moon Drip."

Gray looked at Lyon with cold loathing. "After everything Ur did for us, taking us in, raising us, training us… you would still kill our mother without a second thought. You make me ashamed to be related to you, even if it's not by blood."

"Say what you will little brother, I don't care," Lyon said, "My entire life has led up to this moment. Our beloved mother is long dead; if we want to prove that we have surpassed her, what can we do in her absence?" a dragon head surrounded Lyon's hand, and he dove at Gray. "There is only one solution: Deliora. I will finally surpass our master by defeating what she could not!"

Gray barely managed to avoid Lyon's attacks. "I'll admit, I can't argue with your passion, but I can't help but think that you lost your way!" Gray quickly created an ice sword and shattered Lyon's dragon-fist. "It is shocking that someone as blind as you could never be better than Ur, not in an eternity!" "Wake up, brother!"

Gray slashed his blade across Lyon's chest, but instead of falling to his knees, Lyon merely shattered into a pile of ice; it was another Ice Fake.

"You always were so gullible, little brother." Lyon said from behind him, "**Ice Make, Snow Tiger!**"

A giant ice tiger had emerged to attack the wounded Gray who managed to do an impressive back flip over the overgrown cat and pointed his palms downwards. "**Ice Make, Prison!**"

An elaborate cage appeared around the tiger, trapping it. Gray stood on top of the prison and glared at Lyon.

"You see this, Lyon? This is what you are," Gray said, "a beast in a cage, lashing at a world he barely knows!"

"Always so gullible, little brother, "Lyon smugly said, waving his hand, "I'll make quick work of this ice!"

Despite his boasting, the tiger was still stuck inside the prison. Lyon could only step back in shock, as Gray jumped down in front of him.

"Single-handed spell casting is unbalanced; your creations will fail when you need them the most," Gray said.

Gray placed his hands together and a magic circle appeared under his feet; when he separated his hands, a large bazooka appeared in them, which he then aimed at Lyon. "**Ice Cannon!**"

The cannon fired a powerful blast that blew a gaping hole through the side of the temple. Lyon fell to the ground in pain, his clothes tattered and his body covered in wounds.

"Thanks for teaching me that move, Ur" Gray softly said, and then groaned in pain. He looked at the wound Lyon had caused, and then used his magic to seal it shut. "Ow, I knew I should have sealed this sooner. Maybe Kurt can heal me again when this is all over."

He would have relaxed, but a sound rang out throughout the temple. A noise that haunted his nightmares ever since his youth.

The Demon of Destruction; Deliora.

**Lower Galuna Island Caverns 8:05 PM**

In the depths of the temple, Nightcrawler, Natsu, and Erza tried in vain to block out the noise, as the ice around Deliora cracked and fell apart.

"Yes! It is free! Zalty ecstatically shouted.

"Dies ist nicht gut," Nightcrawler said in his native tongue.

"I'm done wasting my time with you!" Natsu said, and ran at Zalty, but a green sphere collided with his head, sending him flying. The sphere flew towards Zalty, where it orbited around his wrist.

"Ready when you are," Zalty said, grinning.

"Why you…" Natsu attempted to charge Zalty again, only to have crashed into a familiar sight that appeared out of blue smoke.

"Natsu, he's doing time-reversal. I will take it from here." Nightcrawler said. This proclamation had shocked them both, but Erza was more frantic.

"Are you crazy Kurt!? I have the armor, so I should fight him!" Erza yelled incredulously.

"To be fairly honest Erza, I can teleport, so I have the best chance of evading his attacks. Trust me, I'll be fine, but if I'm not you are more than welcome to fight in my place." Nightcrawler said stoically.

"Those are truly noble words. I'll be sure to engrave them on your tombstone." Zalty said, threateningly.

Before he could react, Nightcrawler had teleported behind him and delivered a wicked haymaker into his back, almost making Zalty lose his balance. Zalty sent another sphere to attack him, but Nightcrawler was able to teleport even faster than Zalty could attack. Before long, it was a one sided fight, with Nightcrawler delivering numerous blows to a disadvantaged Zalty. The final insult was whacking Zalty with his tail in his right eye, removing his mask in the process, and the blow sent him flying. Strangely, Nightcrawler saw Zalty transform into a the same woman with black hair that he saw as Zalty was flying, but he quickly ignored it

Nightcrawler picked up the masked man's mask and teleported to Natsu's side where he handed it to him. "Consider it a souvenir."

Before the trio could converse further, they all came to the same conclusion; Deliora lived once more.

**Galuna Island Forbidden Temple Roof 8:10 PM**

On top of the temple, Toby fell to the ground in pain, overwhelmed by the transformed Azure and Lucy's Celestial Spirits. Happy was looming over him with a large fish. Even though he lost, Toby still could not help but smile.

"You're too late! The ceremony is completed; Deliora is free!" Toby yelled in triumph.

**Lower Galuna Island Caverns 8:13 PM**

With a small shoulder twitch, Deliora shook off the last of the ice and took a step forward.

"No," Gray voice caused the trio to turn and see the injured ice wizard walking towards them.

"Sorry Gray, we couldn't stop it," Natsu said, "I guess our only choice is to take that thing out."

"Natsu's right, it looks like Lullaby all over again." Erza said resigned, but somewhat excited.

Unbeknownst to them, a mysterious figure in a dark cloak had appeared far from them in a puff of red smoke. It held a mysterious orange orb in its three fingers that it pulled out from its cloak.

"Forgive me Titania, but I can't allow that to happen. **Lock!**" the mysterious figure softly said as an invisible light hit Erza. All of a sudden, Erza had involuntarily Re-quipped back into her normal armor and could not change into any of her armor or summon her weapons. This would not be a problem, if she had not lost her sword fighting Zalty! Then, she fell to her knees in exhaustion.

"Erza, are you okay?" Nightcrawler asked concernedly.

"I don't know. I can't feel my magic and I can't switch out of my armor or summon my weapons!" Erza replied in astonishment.

"How's that possible!?" Natsu asked incredulously.

"I leave the rest to you, Kurt." The mysterious figure said as it disappeared in a puff of red smoke.

"Isn't it obvious? Not even the great Titania is strong enough to vanquish Deliora!" Lyon's voice weakly called out behind them, and they saw him dragging himself towards the demon, insanely smiling. "But I am…_**I **_will defeat Deliora!"

"Seriously? You still won't listen to reason?" Nightcrawler sardonically asked.

"S-silence!" Lyon shouted, "_**I**_ am going to surpass Ur…after three years of waiting."

"You can't fight; you can't even get up from the floor!" Natsu said incredulously.

Lyon ignored them as he continued to drag himself across the ground; and then, with amazing effort, he hauled himself to his feet.

"My dream…will be…fulfill-ugh!"

As if right on cue, Azure trampled Lyon, and she happily jumped into Nightcrawler's arms in her small form, licking his face. Happy and Lucy entered shortly afterwards.

"gutes Mädchen!" Nightcrawler complimented in his native tongue.

Suddenly, Deliora took another step forward, the single act enough to shake the entire cavern. Erza, who was still shaky, fell forward, landing in front of the demon.

"Erza!" they all cried out, even Azure who howled in concern.

Deliora raised a fist to crush the helpless Titania, but Nightcrawler had teleported, after leaving Azure with Lucy, in front of the demon. The demon's fist fell forward, but a three-fingered punch met it. Amazingly, the giant fist stopped, even though the demon's fist was bigger than them all combined.

Then before their eyes, Deliora's hand began to crumble into dust! The effect traveled up the demon's arm, until the entire monster had literally dissolved into nothing.

"Whoa," breathed Nightcrawler, "either I'm getting stronger, or that thing _**really**_ wasn't that strong."

"No…" Lyon muttered, "Deliora was already dead. For a decade, the Iced Shell was slowly sapping the demon's life-force; what we just saw was its last breath."

"Wow," Natsu said, patting Gray on the back, "your mom was pretty awesome!"

"Yeah," Gray said, happily crying as he realized the nightmare was over, "She was."

**Galuna Island 9:00 PM**

For Nightcrawler, the last hour had become a blur. First, Erza actually thanked him for saving her and forgave him for the incident by slamming his head into her breastplate, much to his pain, and embarrassment that she had been so forward with him. Second, he properly introduced Azure to his friends and declared that he would be keeping her, much to Azure's joy, but to Happy's obvious chagrin. Thirdly, in an act of compassion for his misguided brother, Gray helped Lyon out of the temple.

Strangely, Lyon looked peaceful, as if Deliora's death caused his manic obsession to fade, much to the relief of Nightcrawler and Gray.

"Oh yeah!" Natsu cheered as all of them exited the temple, "We totally finished an S-Class quest all by ourselves!"

"You're right!" Lucy said excitedly, "Do you think that Master Makarov will let us on the second floor now?"

Erza's glare had uprooted the celebratory mood; even the somewhat innocent Nightcrawler felt unsettled by it; despite Erza's forgiveness.

"Isn't there something you're all forgetting about?" Erza demanded, "You came to this island to help the villagers. The request was for you to return them to their original forms. The quest still isn't completed."

"Why is it we always forget to read the fine print?" Nightcrawler jokingly said.

**AN: So, this chapter is by far my longest, but that is what makes any story good! Now, the real reason why you came here. Here are the results of my first poll:**

**Shadow: Six**

**Fire: Zero**

**Ice: Zero**

**Air: Zero**

**Earth: Zero**

**Well, it is no surprise that Shadow Magic won, but I am a little disappointed by how very few actually voted. Aw well, hopefully my next poll will do even better! Now, I made the man, you know who, from Chapter 4 appear again near the end because I wanted Kurt and Erza to move past their awkwardness, and what better way to do that then save her life? **

**In addition, I created Azure because the original Galuna Island arc only mentioned the animals; so, I figured that I would give Kurt an animal companion, who just happens to have the same color scheme as he does. Next, I decided to let Erza defeat all of the chanters beforehand so that she would get more screen time. I also gave the demon girl a name since Gray should have been familiar with the natives since he did not get injured in the last chapter. **

**So, rate and review, and I will be back with the final chapter of Galuna Island ASAP. In addition, I have decided to give Kurt a special surprise in addition to his Shadow Magic. I am not giving out any information, so just wait and see for the conclusion of Galuna Island!**

**In addition, the German translations in order are, scarlet angel, he is a woman, is he confused, this is not good, and good girl. **

**Next time- Chapter 7: Galuna Island Part 5**


	7. Chapter 7

**AN: So, I would like to thank my loyal fans who have reviewed and favorite my story. Now, at long last, the conclusion of the Galuna Island arc! As promised, Nightcrawler will finally get his magic and thanks to your votes, it is Shadow Magic! In addition, Nightcrawler's magic will include a special surprise as guaranteed.**

**Now, the adventure continues**

X-Tail

Ch 7: Galuna Island

Part 5

_Previously on X-Tail…_

"_Oh yeah!" Natsu cheered as all of them exited the temple, "We totally finished an S-Class quest all by ourselves!"_

"_You're right!" Lucy said excitedly, "Do you think that Master Makarov will let us on the second floor now?" _

_Erza's glare had uprooted the celebratory mood; even the somewhat innocent Nightcrawler felt unsettled by it; despite Erza's forgiveness. _

"_Isn't there something you're all forgetting about?" Erza demanded, "You came to this island to help the villagers. The request was for you to return them to their original forms. The quest still isn't completed." _

"_Why is it we always forget to read the fine print?" Nightcrawler jokingly said._

**Galuna Island 9:02 PM**

"But I don't understand," Lucy said, continuing from their previous conversation, "The curse should have been lifted now that Deliora is dead."

"Wrong," Erza answered, "The curse you keep talking about never had anything to do with the demon. The intense magical energy from the Moon Drip spell has affected these villagers. In other words, the death of Deliora isn't going to change their situation whatsoever."

"W-what? Oh no," Lucy's eyes had widened as she placed a hand over her mouth in horror.

"Well, we better go and change them back," Natsu happily yelled.

"Aye, sir!" Happy said that as they both exchanged high-fives.

"Yeah, but we still don't know how," Gray said. Then, his expression it up as he got an idea. He turned to the injured Lyon, who was leaning against a boulder behind him. Lyon was now wearing a blue jacket, black pants, and steel boots. He no longer retained his body armor. "Lyon, do you know?"

"To be quite honest, I don't have a clue." Lyon replied impassively.

Natsu and Happy looked at him incredulously, while Azure had transformed and was slowly approaching the former Cold Emperor, a murderous look in her eyes.

"You don't know?" Natsu asked.

"What?" Happy added in disbelief.

"Okay, Lyon, you aren't telling the truth right now," Kurt said, "The villagers told us that the curse started around the same time you and your followers arrived here." Kurt then gestured to Azure, whom was still approaching Lyon before Kurt stopped her, "Does Azure need to cut your throat out?"

"When we first arrived here three years ago," Lyon explained, "we were aware that there was a village somewhere on this island. However, we had no reason to contact the villagers, so we left them alone. They never came up to the temple to see what we were up to, I swear."

"In three years, you never once met?" Erza said in disbelief.

"I don't understand. The light from the Moon Drip is so bright that anyone can see it from practically any point on the island. It's kind of strange that they saw it every night and never went to investigate." Lucy noted.

"Yeah," Kurt agreed, with a normal Azure growling in confusion, "Maybe it has something to do with the temple itself."

"What about it?" Erza asked.

"Ever since I arrived on the island," Kurt explained, "I have been experiencing recurring nightmares, headaches, and voices for apparently no reason. It only got worse when I entered the temple and I lost to Lyon only because of the migraines."

"Well, the spell never affected us like that," Lyon, continued, "The Moon Drip has no effect on the human body, but it probably affected you worse, demon."

"What?" Gray asked, dumbfounded.

"Yeah right," Natsu accused, "you hurt my fuzzy friend and you expect us to believe that bull-crap? You are just saying that so you, your lackeys, and your girlfriend will be off the hook."

"Use your head Salamander," Lyon, said, "I've been exposed to it longer than they have, and I haven't transformed or had any nightmares. By the way, Sherry isn't my girlfriend."

"Tell her that," Natsu quipped.

"Oh yeah! That's right." Lucy understood.

"That does make sense," the blue mutant admitted.

"I wouldn't trust them," Lyon warned, crossing his arms over his torso, "Those villagers are hiding something, but I'm sure you wizards and the demon can handle it."

"I'm actually not a demon," Kurt pointed out.

"We're not through with you," Natsu said, "You still destroyed the entire village and…"

When Erza squished Natsu's cheeks together, his ranting had stopped.

"That's quite enough, Natsu." Erza ordered.

Erza retold Toby's explanation for why they agreed to help Lyon. She could not interrogate the prisoners on the pirate ship since they were all unconscious. Erza's explanation revealed that Lyon's followers had lost their families, friends, and everything they owned to Deliora. He had convinced them that if they helped him free it, he would kill it, and obtain vengeance for all of them.

Kurt and the rest of the team felt for those people, and could understand why they did it. Nevertheless, Kurt still could not accept their actions by saying, "Murder is never justified."

"They were only doing what they believed was right, so, there's no need to criticize them for it." Erza explained. She then let go of Natsu's face, "Now, let's go."

"But, how are we going to lift the curse?" Natsu asked.

"I have no idea." Erza replied.

"Oh great…"Lucy muttered.

The rest of the team, minus Gray, walked away toward the storage area, leaving only Gray and Lyon behind. The former looked to his old friend with a sympathetic look.

Lyon simply glared at him. "What do you want?"

"I know you don't want to hear it, but you should really join a Guild. You'll make new friends, new rivals, and maybe even a new dream to live for." Gray answered.

"Lyon's expression softened a bit, but then he turned away with an angry scowl. "Whatever," Lyon grumbled, "you should just get out of here!"

Gray smiled slightly as he turned around and walked away, unaware of Lyon bursting into tears after he left.

'Thank you little brother' Lyon whispered, smiling

**Galuna Island Storage Area 9:05 PM**

The team had just arrived at the storage area that was serving as the villagers' temporary home. They were able to arrive in so little time thanks to Kurt's teleportation ability, much to Erza's astonishment. Despite her witnessing it in action against Zalty, she felt amazed when she actually felt it. In contrast, Natsu puked his guts out when they arrived, unfortunately all over Erza's boots. Erza quickly shook it off when she and the rest of the team realized something was not right. There was not a single soul present throughout the mass of tents. Only the sounds of the jungle animals could be heard, accompanied by Azure's howl.

"That's weird," Happy, noted, "Where is everybody?"

"Are you sure they came here?" Natsu inquired as he recovered from his puking, unaware of what he did to Erza's boots.

"Yeah, this has been their camp." Lucy replied, just as curious as Natsu, "I wonder where they could have gone?"

"They couldn't have gone too far." Kurt said, looking around, "I mean, do you think they went back to the village to pay their respects or something?"

"Hello!" Happy yelled, flying above the ground, accompanied by a transformed Azure's howl.

"Since we have some time, Natsu, can you come over here for a minute?" Erza said menacingly.

This expression got Natsu worried, but he was confused why Erza was looking at him like that. He then remembered that he puked somewhere, and saw the evidence all over Erza's boots. His reaction was priceless.

"**AHHH! I'M SORRY, I'M SORRY, I'M SORRY!**" Natsu yelled as he ran away, only for a very pissed off Erza to begin chasing him, much to the rest of the team's enjoyment.

"Natsu, these were my favorite boots!" Erza yelled as she finally caught up to Natsu and comically pummeled him in a cartoonish fashion. This caused the entire team, even Kurt and Azure, to break out into uncontrollable laughter at this exchange.

Suddenly, a male villager with green reptilian skin, black short, and a tail turned the corner of the tent.

"Um, am I interrupting something?" the male villager inquired, sweat dropping at the display in confusion.

The sudden voice had interrupted the team and everyone quickly composed himself or herself, except for an unconscious Natsu, with numerous red bumps on his head.

"Now that I have your attention, come with me!" Follow me to the village!" the man said enthusiastically.

"Actually, I have another idea." Kurt said as he motioned for them all to gather around him, minus Natsu who simply hitched a ride on Happy to the village. They complied and Kurt teleported them away in a puff of blue smoke.

**Galuna Island Village 9:06 PM**

The blue mutant and group of wizards were awestruck by what they had seen as they reappeared, shortly before Natsu and Happy arrived. The village looked intact! It looked exactly as it did when the team arrived on the island. The villagers were walking around, happily surprised that their home was restored to its former glory.

'_Whoa! Did God answer my prayers for their salvation, or what?_' Kurt thought, dumbfounded.

"This is amazing!" Lucy said in awestruck.

Happy flew by Lucy in amazement. "Yesterday, it was a total wreck, but now it looks perfect."

"What's going on here!?" Natsu demanded, lightly punching his fists against a building wall. "Everything looks the same. It's like the village went back in time or something!"

"Now that it's fixed, you probably shouldn't touch anything, okay Natsu?" Lucy suggested halfheartedly.

"Are you saying that I destroy everything I touch!?" Natsu yelled.

"Well…kind of." Lucy sighed in exasperation.

Natsu's angry expression turned into one of thought. "Back in time," he muttered. He then remembered Zalty and his time powers. Kurt and Erza however, overheard Natsu, and they too came to the same conclusion as their pink-haired friend.

"Natsu," Kurt, said, "you think that… _**he**_ did this?"

"It's most likely." Erza agreed.

'Nah couldn't be.' Natsu whispered, placing a hand on his chin in contemplation, "Unless he had a change of heart."

"Actually, for some strange reason, I think that he might be a _**she**_." Kurt said.

"What makes you say that?" Erza inquired.

"When I stared at Zalty long enough, I could see a young woman with dark hair inside of him," Kurt explained, "and when I managed to remove his mask with my tail, he transformed into the same woman. Does that make sense?"

"Maybe, but Zalty would need Transformation Magic to do something like that. It is possible that the woman you saw was just a transformation." Erza said.

"Oh, well, who cares?" Natsu said disinterestedly as they walked away, leaving a confused Lucy.

"Oh!" Lucy gasped, a thought entering her head. "I totally forgot about our stuff!"

Lucy ran off to their tent, only to run into a grieving Moka, kneeling by his son's grave.

'_Bobo's grave is back_' Lucy thought, '_That's good. I am sure Moka must be relieved."_

Lucy stood behind him in a pleasant silence. A moment later, Moka glanced back at her. "You and your wizard friends used magic to restore our village, correct?"

"W-well…I…um…" Lucy stuttered. She had no idea how the village was repaired and did not know how to tell Moka that she and her friends were not responsible.

Moka pulled up his staff and stood up, turning to face Lucy. "Hmph, I can't tell you how much I'm grateful for it. However, I must know…" his look became more intense,"…when are you wizards finally going to destroy the moon for us!? Well!?"

Lucy was shaking in fear under the chief's stare, but she was quickly saved when Erza returned to approach them.

"Destroying the moon is a simple task, sir." Erza nonchalantly.

"What!?" the rest of the team yelled in shock, even Azure who growled questioningly.

"She is joking, right?" Kurt implied.

"Erza hardly ever jokes, but it does look like she is serious about it." Gray muttered.

"Aye," Happy added, "maybe she's gone crazy?"

"However, before I do that, I have to ask you all a few questions." Erza stated. "Would you mind calling everybody for a meeting?"

**Galuna Island Village 9:30 PM**

After gathering all the villagers in front of the main gate, Erza and the rest of the team stood in front of them.

"Let me get the facts straight; the first time everyone began to take on these demonic forms is when the moon turned purple, am I right?" Erza asked.

"Yes," Moka answered, "during the day, we are human, but when the moon comes out, we transform into the hideous creatures you see now."

"It's not a bad look." Kurt joked, desperate to get some humor into this dire situation.

"And the moon turned purple three years ago, right?" Erza inquired, ignoring Kurt's remark.

"Wow…has it really been that long?" a villager asked.

"Yeah." Sakura said in awestruck.

"My friends and I have learned that the Moon Drip Ceremony has been performed on this island for the last three years, and each night it produced a beam of light so bright that you couldn't have possibly missed it." Erza explained.

Suddenly, with an uncharacteristically girlish shriek, Erza stepped onto a pile of leaves and fell into a hole, which startled everyone.

"Whoa…even Lucy's lame trap is back." Happy said.

"She screamed…like a girl?" Natsu said in awe.

"Yeah…and it was kind of cute." Gray added.

"At least we aren't the only ones who fell into that hole." Kurt muttered.

"I'm so dead when she gets out!" Lucy screamed hysterically.

Erza climbed out of the hole and stood back up, acting as if nothing ever happened. She crossed her arms over her chest armor. "Seriously, didn't you ever wonder where that light came from?" Erza asked the villagers.

"She got up like nothing ever happened?" One said.

"Yeah, she must be pretty tough." Sakura added.

"I don't understand," continued Erza, "why did no one investigate?"

The villagers looked at each other and talked, however, it sounded like they were as clueless as they were. This made Kurt's brow rise in skepticism.

'_Erza is right. It doesn't' make any sense as to why they did not investigate? What are they hiding from us?_' Kurt wondered.

"Well…" Moka responded, "We would have looked into it, but according to village lore, we are forbidden to ever go near that temple."

"No, your problems go far beyond village lore," Kurt countered, "This curse has made you all insane to the point of murder. I know that Bobo I still alive because ghosts do not exist, but the other innocent blood must be avenged. Now tell us, what is the real reason why you can't go to the temple?"

"Um…well," Moka trailed off.

"Kurt's right, no more lies. Why don't you tell us what's _**really**_ going on here?" Erza asked.

"Well…to be honest, we don't even know that ourselves." Moka confessed, "Allow me to explain, we tried to investigate the light many times. We took up weapons we never had to use, I trimmed and stylized my side-burns, and then we ventured off into the jungle several times."

"But, we could never get near it. We could see its glow through the trees, and then suddenly, we'd find ourselves back at the village gates."

"But, how's that possible?" Lucy confusedly asked, "It doesn't make any sense at all."

'_Wait, is it possible that these villagers are actually…_' Kurt pondered.

"We held our tongues because we were worried you wouldn't believe us." A villager said.

"We're telling you the truth, "the reptilian villager explained, "We've tried to go back to the temple may times."

"But not even a single villager made it inside, not even the children." Sakura concluded.

Erza stood there, absorbing the information, 'I understand…yes." She whispered.

Lucy lightly gasped while the rest of the tem, minus Kurt, looked at the redhead with puzzled expressions. In Kurt's case, he merely looked at her complete understanding, much to the rest of the group's confusion, even Azure. Erza stepped away, heading to the village tower that stood along the wooden wall that surrounded the settlement.

Suddenly, a yellowish-white light engulfed her entire body. When it faded, her previous clothing had disappeared; her clothes were now yellow armor with blue highlights, and it had a blue cross on the torso plate, arched shoulder pads, and a white fur trim on the bottom of her shoulder plates. This was her Giant Armor.

'_Whoa! Sie ist erstaunlich._' Kurt mused in his native tongue.

"Kurt, co with me. I will need your help to destroy the moon." Erza said offhandedly, with Kurt nodding in agreement.

"What!? Why him?" a transformed and snarling Azure quickly shut up the whining Natsu.

The remaining members of the team had similar reactions, as they grew paler. Their jaws had dropped and their eyes grew wider than dinner plates while they stuttered in shock. Even the villagers all stood motionless.

"It's the only way to return the villagers to their human forms. Besides, Kurt knows what's really going on as well." Titania continued, accompanied by Kurt's quick nod.

The villagers' shock transformed into happiness as they cheered in excitement.

"They're really going to do it!" a villager said. "And we get to watch it happen!"

"Right," Sakura agreed, "and we all get to be human again!"

"We'll do this from the village tower," Erza said, motioning for Kurt to join her, "Follow me."

Kurt complied and went off with Erza, only for Azure to accompany them. Kurt said that she could help with their plan and Erza allowed Azure to tag along, unaware of her actual power.

The rest of the team stood by in shock. Gray looked at the trio as if they were crazy, Lucy was still flabbergasted, and Happy and Natsu looked excited.

"I don't know what she's thinking," Gray mumbled, "I mean, she can do some amazing things, but still."

"Yeah," Lucy added, "What do you think she's going to do to it?"

"This is exciting, huh?" Happy and Natsu said.

"More like terrifying," Lucy deadpanned.

Moka looked at Erza's new armor with a neutral expression while his people were cheering behind him.

"This is Giant Armor," Erza explained, "It increases my strength and allows me to throw farther. And this…" Erza held out her right hand, and a red magic circle appeared. After a red flash, in her hand was a seven-foot tall spear with a blue shaft, yellow armored base, and a cross-shaped, yellow spear at the top. "…this is the Spear of Ha-Ja, it repels darkness."

"So, you know what we have to do with this, right Erza?" Kurt asked, sounding somewhat excited.

"I know. That is why I need you to use your strength as a boost to increase the power. When I throw the spear, I want you to hit the back of it as hard as you can. Now, we have to plan our attack perfectly, but I think that you should be strong enough for this." Erza replied.

"I really hope we're right about this." Kurt said, somewhat unsure.

Strangely, Erza put a comforting hand on Kurt's shoulder before saying, "When this is over, maybe it'll be the end of your nightmares."

Kurt nodded and the trio walked toward the village tower that stood by the wooden walls in pleasant silence. Meanwhile, the rest of their team had stared at them as if Kurt and Erza had grown second heads.

"They don't really think that they can pull this off, do they?" Gray muttered.

"Whatever it is, I think they went off the deep end this time." Lucy said.

"Aye," Happy agreed.

"Are you kidding? If anyone can do it, it's Erza!" Natsu cheered.

In matter of moments, Kurt, Azure, and Erza were standing on top of the lookout tower, the former and latter staring at the moon with determination. The villagers and the rest of the team watched the trio down below. The scarlet haired beauty reared back her spear and held it there. A yellow gem on her throwing arm was glowing brighter, gathering up strength and power.

"Now!" Erza yelled.

Kurt was grinning ear to ear as Erza reared back the spear to its zenith. Kurt unleashed the strongest punch he could muster and the straw top of the tower fell apart, the spear shooting high into the sky like a rocket.

"They did it!" Natsu cheered.

"What are they thinking!?" Lucy shrieked.

The spear of Ha-Ja rose higher and higher into the sky, only for it to decline in height and start dropping down, not even close to reaching the target.

"It's going down!" Gray yelled.

In a flash, Kurt motioned for Azure to get into his arms before throwing her off into the horizon after the spear, much to the group's and the villagers' shock. Suddenly, Azure transformed into her wolf form and unleashed a blue magic seal from her mouth, before letting out a titanic roar that could be heard all over the island. The force of power from the roar managed to put the spear back on track as it was quickly approaching the moon. Kurt managed to teleport to Azure's location and returned to the tower, completely safe with Azure affectionately licking him in her previous form.

"Yeah, that's what we call a Fastball Special girl," Kurt said as he petted Azure, "Logan taught me that one."

"It's almost there!" Erza yelled, not even remotely affected by Azure's magic.

Suddenly, there was a loud boom from above, which returned the team's ad the villagers' gaze to the sky. Shockingly, cracks began to spread over the purple, cratered orb. The villagers began to cheer louder at the sight of the cracking moon.

"No way!" Lucy and Gray screamed.

"Hah! I told you!" Natsu yelled.

However, confusion soon replaced everyone's shock as the cracks spread out from the moon…and into the sky. The night sky around the purple glowing moon was starting to crack away. Without warning, like glass, the purple moon and the entire sky shattered into thousands of pieces, revealing a normal blue glowing moon in its aftermath.

"The moon?" Natsu trailed off.

"It's still there!?" Moka shouted at the top of his lungs.

"It was not the moon that shattered, "Lucy gaped, staring at the crystalline particles raining around the island. "It was the sky."

"What the hell is going on here?" Natsu yelled in confusion.

"As a result of the Moon Drip spell," Erza explained at a loud volume with a smile, "a nauseous membrane was covering the island."

"What?" Natsu asked.

"I'll explain," the blue mutant said, "The Moon Drip released evil energy in the form of a gas. That gas crystalized and formed an invisible shell in the sky that covered the island. That's why the moon looked purple here."

Suddenly, the villagers became startled as brilliant light illuminated under their feet.

"Exactly, Kurt," Erza explained, "Now that the shell is broken, everything will go back to the way it was three years ago."

Then, the light disappeared; however, nothing was different. The villagers were still in their demonic forms.

"What happened? They're still demons." Gray confusedly asked.

"Oh no," Happy muttered worriedly.

"That's because these are their true forms." Erza replied as the trio walked back towards the rest of the team, back in her normal armor after another flash of light. "The Moon Drip never had any effect on their appearance. However, it seems to have altered their memories."

"W-wait…what do you mean by that?" Lucy nervously asked.

"They were never transformed humans. They were always demons." Kurt answered.

Lucy and Happy had screamed in shock while Gray and Natsu's jaws dropped. Kurt had maintained relatively calm in this revelation, despite its unlikelihood, but it would seem that anything was possible in this strange universe.

"Hey, is that true?" Gray demanded, getting in the face of a random villager.

"Well…maybe," the villager stuttered, "my memory's still a little hazy. We all looked pretty human when you guys first met us, right?"

"Yes," Erza enlightened, "because you all possess the ability to take on human forms. Your false memories led you all to believe that your temporary states were actually your true forms. In reality, you succumbed to the Moon Drip's side-effects."

"Wait, that doesn't explain why Lyon and his team weren't affected at all," Natsu said.

Kurt turned to him. "I assume it's because they're human. As far as I can tell, demons were the only ones capable of memory loss. I knew what was going on when the villagers mentioned the temple. The moon's light was sacred, so demons could not go anywhere near it."

Suddenly, a purple-skinned demon appeared with horns, a black mustache, and a goatee on his face. He was wearing grey pants, a white shirt, and a cape.

"Impressive detective work, Titania. I knew I could trust you and your friends. Especially when the one who figured it out before you is The Chosen One." The strange, but oddly familiar demon said.

The group turned to the source as they saw a familiar face, which shocked most of them, except Kurt who was smiling brightly at his appearance and Erza who was unaffected. Lucy and Happy hugged each other tightly as they shrieked girlishly and Natsu and Gray's jaws dropped.

"I told you guys Bobo wasn't dead!" Kurt cheered.

Moka felt his eyes tear up and his lips quivered from the sight of his son that he had presumed dead. "Bobo," he mumbled.

"Huh," a confused villager said, "but we thought that you were dead!"

Bobo lightly chuckled. "Getting stabbed in the chest hurt pretty bad, but you got to do more than that to kill a demon."

"Wait a minute…you vanished to thin air back on the boat. Explain that." Gray mentioned, still shocked by this new development.

All of a sudden, a pair of black, bat-like wings folded from behind Bobo's shirt as he leaped into the air, flying above them with his arms crossed.

"I hope that you kids can forgive me for not telling you sooner, especially you, Kurt Wagner." Bobo said.

"How do you know my name, and why did you call me 'The Chosen One'?" Kurt inquired.

"I was the only one who didn't have any memory loss." Bobo explained. "I had to leave because according to our village lore, when the moon turns purple, I was supposed to seek out The Chosen One, Kurt Wagner, and bring him back here to receive The Blessing, but not until after the moon returned to its natural color."

"What's The Blessing?" Kurt asked.

"I remember now!" Moka exclaimed. "The Blessing is the gift of the Forbidden Temple. Tell me Kurt, you have been suffering strange nightmares since you arrived on island, correct?"

"Yes, how'd you know?" Kurt asked.

"Yeah, what's the big deal?" Natsu questioned.

"The big deal is that it was foretold that a traveler from another universe named Kurt Wagner, who bared our likeness, but not our sin, could enter the temple and receive The Blessing, something that even we don't know about. It starts with strange dreams, then headaches, voices, and finally acceptance." Moka continued.

"What do you mean by, 'acceptance'?" Erza inquired.

"Yes, I'm confused too." Kurt said.

"The last part can only happen by willingly entering the temple before midnight. It also has to happen with your friends in this world, Kurt Wagner." Bobo said.

"Wait, how do we even know if this is going to help Kurt?" Lucy skeptically asked.

"Yeah, this could just make things worse." Happy added.

"Even so, it's our only chance for me to be rid of these nightmares. Please, we must go my friends." Kurt said.

There was a long pause before Gray said, "Kurt's right. This is the only way." Azure agreed by barking, Natsu smiled, Lucy and Happy nodded, and Erza merely placed a comforting hand on Kurt's shoulder.

"Well, then, let's go!" Kurt said as he grabbed a hold of his friends, including a reluctant Natsu, and disappeared in a puff of blue smoke.

"Godspeed, Chosen One." Bobo said as he engaged in a tearful reunion with his father and the rest of his village.

**Galuna Island Forbidden Temple 10:00 PM**

The team reappeared in a puff of blue smoke, only for Natsu to begin puking his guts out into a nearby bush. As they waited for him, they stared at the temple, with Kurt beginning to hear the voices again, but much more clearly and composed. This did not go unnoticed by his friends.

"Kurt, are you okay?" Lucy worriedly asked.

"Are you getting headaches again?" Gray asked.

Azure began to snuggle up to him, but Kurt lovingly petted her and held her in his arms.

"I'm okay; the voices are telling me for us all to enter." Kurt said, reassuringly.

"I'll get Natsu." Erza said as she carried the still queasy Natsu into the temple, following the rest of the team.

They were all following Kurt's lead as he began to wander around the temple floor, which was oddly enough intact, despite Kurt's previous destruction. Kurt ordered Natsu to light up the pitch-black temple, which he was easily able to do with a fire in his palm. Kurt's sense of direction eventually led him to the wall at the far end of the temple, and he was as shocked as the rest of the team when they saw what was on the wall.

Because of the temple's darkness, the team was unable to see the pattern on this wall, but Natsu's fire gave them a startling sight. It appeared to be a mural depicting the Moon Drip, the villagers' alleged curse, and decorated in moons like the rest of the temple. However, at the absolute center of the mural was a dazzling depiction of Kurt and the rest of the team, even Azure.

"Man, the villagers' ancestors really were accurate in their design." Natsu said, amazed.

"I know. It's like they knew that all of this was going to happen." Erza said, trying not to lose her composure.

"Stand back, I know what to do." Kurt said.

Kurt began to push his depiction first, which slid into the wall with ease. The he did the same with Erza's, Gray's, Natsu's, Lucy's, Happy's, and Azure's in that order. Suddenly, the temple wall was beginning to shake, only to retreat within the recesses of the neighboring wall and it revealed a bright violet light that consumed the entire team, and disappeared along with them.

**Unknown Location**

The team had awoken in a strange place that was pure black in color, but it was not menacing. In fact, the area actually felt peaceful. Before they could question anything, a pair of voices had resonated in their ears.

"Welcome to our realm!" the voices said.

"I'm honored, but why are we here?" Kurt asked, sounding somewhat excited by all of this.

"We are the Guardians of The Blessing. For untold centuries, our spirits have been waiting for you, Kurt Wagner." The voices said.

"Cut the crap! Why'd you bring us here!?" Natsu demanded angrily.

"Natsu, show the proper respect!" Erza reprimanded.

"It was foretold by another traveler from your world that we should give The Blessing to you and you alone." The voices said.

"Wait, who was this traveler?" Gray asked.

"His name was Cable. He used his cross-time device to come to the past of this universe to tell us of your arrival." The voices said.

"That explains it. Cable's interaction with these guys' centuries ago is why they knew about us and how they were able to make that mural." Kurt said, astonished.

"Yeah, but what is The Blessing?" Happy asked.

"The Blessing is the ultimate gift of all demon-kind; true Shadow Magic." The voices said.

"Shadow Magic? Unbelievable!" Natsu yelled out.

"Wait, what's true Shadow Magic?" Kurt asked.

"It is similar to Shadow Magic, which is the power to generate shadows and darkness, however, you will be able to do incredible things with it that no other shadow magic user will ever be able to do." The voices said as a purplish light now began to engulf the room.

Azure gently snuggled up to Kurt in concern, only for him to leave her with Lucy as he began to walk closer to the light.

"There is only one thing remaining Kurt Wagner; are you ready?" the voices asked.

"Of course, but I need to ask; why did you guys give me those headaches and nightmares?" Kurt asked.

"Forgive us, but that was not intentional. We were only trying to communicate with you, but the Moon Drip drowned out the message. We managed to help by telling you to destroy the floor." The voices explained, "Now, take this gift, purest of the Neyaphem."

"What's a…" Kurt said before the purple light consumed them all and disappeared along with them.

**Galuna Island Forbidden Temple 8:00 AM**

The team had awoken at the front door of the Forbidden Temple, only to realize a dramatic change with Kurt. In place of his body suit, he wore a black leather jacket and a white undershirt and gray jeans, with a hole cut out so his tail was free. There were metal cuffs on his wrists and spikes on the shoulders of his new jacket. He wore black, finger-less gloves and remained barefoot, much to his pleasure. Strangely, on his undershirt was a black X design at the center and a golden pendant around his neck in the shape of a cross.

"Wow Kurt, what's up with the new threads?" Lucy asked, excited by his wardrobe change.

"I guess the voices gave it to me. They must have wanted me to blend in with this universe or something." Kurt said, astonished.

"I must say, it looks very good on you Kurt. A definite upgrade from the bodysuit you were wearing." Erza said, agreeing with Lucy and visibly trying not to blush.

"Oh man. Kurt gets new clothes and we got squat!" Natsu complained.

"Aye sir!" Happy said, agreeing with Natsu.

"Calm down you idiots. Although, he does look pretty awesome." Gray said.

Azure merely snuggled up to Kurt affectionately. Kurt then petted and embraced the cute and small demon puppy he found and befriended. Suddenly, Kurt felt a strange power within him and quickly put Azure down as a dark blue magic seal appeared from his right hand and a dark energy blast emerged and destroyed a nearby tree, leaving the entire team in shock.

"Oh my god! You're a wizard Kurt!" Lucy yelled.

"Wow, never thought I'd be a Harry Potter." Kurt joked, trying to make light of the situation.

"Who's Harry Potter?" Erza asked.

"I'll tell you guys later; right now, we should get back to the village. They're probably worried about us." Kurt said as he disappeared with his team in a puff of blue smoke, only it was almost pure black now.

As they departed, they were unaware of a woman with long, raven hair and wearing a white dress, perched on a nearby tree. Floating beside her was a reddish-purple orb.

"Hmm…this demon is proving to be a major threat." The woman said, not looking at the orb.

"_Yes. Why did you restore the village?_" a smooth male voice came from the orb.

She turned and gave the orb a smile. "Because I'm nice."

"_Remember your mission Ultear. Seigrain is none the wiser to my existence. I will return soon after I replenish my energy. We have much to discuss."_ The voice said, threateningly.

"Of course, Lord Zeref." Ultear said, gulping nervously.

**Galuna Island Village 8:02 AM**

After returning to the village in a puff of dark blue smoke, the team wound up having an early party with the natives. When Kurt asked Bobo why he needed his friends with him at the temple, Bobo said that he would only be able to access The Blessing if all the members in the mural were present. Bobo was also relieved to know that Kurt had succeeded in getting his Shadow Magic.

They were so enamored with the reveling, that they were oblivious to all of their other worries. However, Kurt suddenly had a foreboding feeling in the pit of his stomach. '_What are Lyon and the others up to right now?_'

**Galuna Island Jungle 8:06 AM**

Lyon and his followers were trekking through the jungle, with Sherry carrying him the entire way, absolutely refusing to let Toby, Yuka, or even Angelica help. They intended on getting to the boat they used to get here three years ago, having long since disguised it on the beach. As they were within eye-shot, a man in a black coat, similar to the Galuna Island natives, appeared in front of them in a puff of red smoke. Angelica was hissing in anger at the figure.

"Who…the hell…are you?" an injured Lyon said, breathing heavily.

"I'm just a man who's here to right your wrong." The man said, holding up an orange orb.

"What wrong? Look pally; we didn't do anything to your people." Yuka said, assuming he was a native.

"Oh, believe me; I'm well aware of that as well as your plan to resurrect Deliora." The man said menacingly.

"Then, what's the big deal?" Toby asked, confused.

"You attempted to kill a blue demon, yes?" the man asked.

"So what? That guy was a loser!" Sherry said, "But, he did call me Lyon's girlfriend, so he does have a good eye for relationships." Sherry said, lovingly.

"That 'guy' was my son and attempting to kill him is something that I can't let happen." The man said as he shed his black cloak, revealing a 6 ft. tall demonic creature with red skin and red eyes with black scleroses. He had a devil-like tail and pointy ears. He also had three fingers and three toes and black hair. He was wearing a tuxedo, minus the shoes. The family resemblance shocked Lyon's team without question.

"So, what are you going to do? Go on some religious rant like your worthless demon son?" Yuka smirked.

"Hardly. I had no use for your followers, but you four shall be invaluable to me in my plan." The man said as the orb in his hand glowed a bright orange.

"What are you going to do?!" Toby fearfully asked.

"You are of no use to me now and I would ordinarily dispose of you. However, your magic is the reason why you have been chosen!" the man said as the orb began to glow even brighter as it consumed the quartet. "**Entrapment!**"

A bright orange light bathed the jungle for a few moments before it disappeared; accompanied by the agonizing screams of Lyon and his team. The man cackled maniacally as he disappeared in a puff of red smoke.

**Galuna Island Village 12:30 PM**

The afternoon had come and it was time for Kurt and the Fairy Tail wizards to return home to Magnolia. The group was at the main gate, standing before Chief Moka, Bob and the villagers; all of whom were bowing their heads in respect towards Kurt.

The team was standing by Erza's wagon, which was packed full of suitcases. Even with his mutant strength, Kurt was surprised that Erza could handle something that big with such ease, whereas he would be breaking a sweat. During the festivities, Kurt shed a few drops of his blood to heal Gray, which worked instantly. When asked about this by his new friends, Kurt simply replied with a shoulder shrug. However, it seemed Gray wanted to be injured again because he and Natsu were busy pinching each other's cheeks.

"We are truly honored by your presence here, Chosen One. We are also grateful for your friends' assistance. We hope that the road ahead will rise to meet you; please take your reward." Moka said, never lifting up his head.

"I'm sorry, but taking that reward isn't right." Kurt said, much to the shock of everyone, including Erza. The entire team could not speak at that moment.

"What?! Nevertheless, Chosen One; you are our savior! Taking the reward is the least we can do for what you've done for us!" Moka pleaded, now making eye contact.

"I'm truly honored noble elder, but your gratitude is payment enough." Kurt replied.

"We're begging you! You should really take the money!" Moka argued.

"Look. I'm not sure how Guilds work here, but we took that job request without getting permission." Kurt said. "It fell into the hands of my eager friends trying to prove themselves, and an S-Class wizard had to come to bail us out. I just went along for the ride."

"Regardless of the circumstances, what if I gave you the money not as a reward, but as a 'Thank You' gift in your honor, Chosen One?" Moka suggested.

The group heard this and returned to their usual demeanor. The entire team was on the edge of their seats to see what Kurt would do next.

Kurt was silent for a moment, before he shot them a toothy grin. "Well…when you put it like that, you make it hard to say no."

Lucy, Gray, and Natsu smiled happily, the latter breathing fire in excitement. Erza looked rather neutral, still not sure where he was going with this. Happy was fist pumping while Azure barked happily, immediately causing Happy to hid behind Erza in fear.

"We're rich!" Lucy squealed happily.

However, the anticipation for the reward instantly dissolved when Kurt continued, "I'm sorry, but taking that reward isn't exactly good publicity for a guild. However, I would be more than happy to take that Gate key out of your hands for my blond friend." As soon as Kurt said that, Erza was smiling the slightest of smiles for his integrity.

"Of course Chosen One! Your wish is our command!" Moka happily said.

"**GATE KEY?!**" Natsu and Gray angrily shouted simultaneously.

Lucy however, was extremely elated. "Come to momma!"

"Well…at least let me take you back to Hargeon. I owe you that much for abandoning you and not telling you who you were, Chosen One." Bobo said.

"Thank you for the offer," Erza interrupted, glancing back at the shoreline, "but I have a boat waiting for us all."

**Galuna Island Beach 1:00 PM**

Along the shoreline of Galuna Island, the entire team were visibly shocked and appalled by what they were seeing, even Erza. A ship bearing a pirate symbol on its sails had been burnt to a crisp. All of the passengers, including the pirates and the chanters Erza had captured, were dead. Their bodies were horribly burned and visible throughout the charred wreckage of the pirate ship. In a rare moment of human weakness, Erza fell to her knees and began openly crying, but much to Kurt's confusion, she was only crying out of her left eye, not her right.

However, the rest of the team had failed to notice with Natsu and Gray seething with anger at the remains of the ship, Lucy was on the verge of tears, Happy fell to his knees in shock, and Azure let out a mournful howl as she snuggled up to Kurt. Kurt had said a silent prayer for the fallen before composing himself.

"There is nothing we can do for them now." Kurt said as he placed a comforting hand on Erza's shoulder, which the grieving Titania accepted. He then turned to Bobo, "I'm sorry Bobo, but we can't take your ship. It was destroyed when we arrived on the island."

"That is very unfortunate. How will you get home?" Bobo sympathetically asked.

Suddenly, Azure began to bark excitedly and ran off into the joint area where the beach and the jungle met, only to find a rather large rock. Azure then hit a certain spot on it and the rock disappeared to reveal a large 30 ft. boat, big enough for all of them!

"How is that possible?" Kurt asked, astonished by what Azure found.

"It must have been Lyon's ship." Erza explained, much more composed. "Lyon hid it with a disguise charm, but most animals are immune to its effect. I knew there was something strange about that rock, but I had no idea until now."

"Well, it's our only option. The only question is; how are we getting it in the water? It must weigh like, two tons!" Kurt said.

Without hesitation, Erza re-quipped into her Giant Armor and carried the beached ship back to the ocean, with great difficulty as she was visibly sweating and straining. As soon as the boat hit the water, Erza re-quipped back into her normal armor, and fell flat on her rear, utterly exhausted.

'_She's so amazing._' Kurt thought to himself as he gathered his friends around and teleported them all to the boat, including the reluctant Natsu who began hurling chunks as soon as he arrived.

They bid their farewells to the Galuna Island natives with Erza steering the commandeered ship back home. Despite what they had seen, Kurt was more concerned with who destroyed the pirate ship and why. He also could not help but wonder how Lyon and his followers would get off the island now.

'_Maybe the rat will give them a lift_.' Kurt mused, still looking forlornly at the destroyed ship. '_On your souls, I promise you that I will deliver justice against whoever did this to you_.'

**Era 2:30 PM**

In the town of Era, the Magic Council's headquarters was a large, castle-like building that looked quite extravagant on the inside and out. Ultear was in the office of Seigrain, one of the Ten Wizard Saints. He was a young man with blue hair, a red tattoo under and above his right eye, and wore a white shirt and pants with a black trim.

"It's a shame that Deliora failed." Ultear said.

Seigrain smiled. "Yes, it is rather unfortunate." He then closed a green book, and used his magic to place it back on the enormous shelf of books at the end of his office. "But we had no way of knowing the demon was already dead. It is a minor setback; I will be more comprehensive next time."

Ultear stepped forward. "Forgive me, Seigrain, sir. I had no idea that wench's magic was so powerful."

"You shouldn't speak of your mother that way." Seigrain chimed halfheartedly. "Do not cause Ur to shed another tear. She was an amazing wizard and greatly admired. In fact, if she were alive today, I believe that she would be counted among the Ten Wizard Saints."

Ultear merely scoffed, "You give her far too much credit. My mother loved her magic and nothing else. It is no wonder why my father abandoned her."

"They say the greater loss a person suffers; the stronger they must become to vanquish it." Seigrain stated.

"I highly doubt my awful mother considered me a great loss." Ultear replied.

"You never know Ultear, perhaps she took those students to help fill the void you left behind." Siegrain said.

"Can we please change the subject?" Ultear demanded. "I think it's time to move on to the next stage."

Siegrain was about to respond, until he noticed something. "Ultear, your face? What happened?"

All of a sudden, a very visible red scar appeared over her right eye, extending from her eye to across her right cheek.

"That blue demon hit me with his tail!" Ultear screamed painfully.

"That certainly is a delayed reaction," Seigrain joked. "So how was he? Do you believe he's a threat to our mission?"

"Maybe. He apparently received some sort of Shadow Magic from the temple. I didn't even use half of my power." Ultear replied, lying through her teeth. The demon had managed to evade all of her attacks and she almost used all of it before she was swatted away like a fly.

"Regardless, he is nothing to the son of Igneel. To realize my dream, he must continue burning brightly." Seigrain said. "You may leave now."

With that Ultear sprinted out of Seigrain's office and into the nearest ladies' room, however, she came here for a much different reason. After checking all of the stalls to ensure that she was alone, Ultear locked the door and pulled out the same reddish-purple orb from Galuna Island from underneath her right sleeve.

"I'm ready to talk, Lord Zeref." Ultear said to the orb.

"_Good. I trust that everything went as planned with Seigrain?_" the man said.

"Of course, the gullible fool suspects nothing." Ultear said.

"_I see. Then the failure of Deliora went exactly as planned._" The man said.

"Wait, you knew that Deliora wasn't alive?" Ultear asked.

"_**I'm**__ doing the talking here. You're still on thin ice after your encounter with Kurt Wagner, the demon you met," _the man said.

"You know his name?" Ultear asked.

"_Remember what I did the last time you asked too many questions. My plan requires him alive, so keep Seigrain in check. If you fail, I will take matters into my own hands._" The man said.

"I understand." Ultear said, visibly shaking in fear.

"_See to it that you do not fail me. Otherwise, you will suffer the same fate as Lyon and his men. I must remain in my dimension for longer than I anticipated cleaning up your mess. I will return within a matter of weeks, or at most a month or two. Do. Not, Fail. Me._" The man said as the orb returned to its lifeless state, leaving a thoroughly traumatized Ultear in its aftermath.

**Magnolia 5:00 PM**

It was around evening when Kurt and his new wizard friends arrived in Magnolia. On the boat ride, they had all gotten some kind of closure, mostly because of Kurt's preaching. They were walking down a stone street; Erza was pulling her wagon filled with cases while the others walked ahead over her. Fortunately, no one was staring at Kurt since he donned his undercover clothes again, which the people of Galuna Island gratefully returned to him.

"We're home!" Natsu shouted happily.

"Aye sir!" Happy said, flying beside him.

"I'm bummed," Gray muttered. "All that hard work for some lousy gate key."

"Yeah," Happy agreed, "and that S-class quest was some big time money."

"Look, I already told you guys I had to turn down the reward to keep the Guild's reputation intact. How many times do I have to say I'm sorry?!" Kurt said.

"You shouldn't have to Kurt. What you did was truly noble, and if anyone has a problem, they can come to me!" Erza said; hatred in her eyes towards Natsu and Gray, immediately diffusing the situation.

"So Lucy, what key is that anyway?" Kurt said, desperate to change the subject.

Lucy beamed brightly. "It's Sagittarius the Centaur!"

"So, it's a horse-man?" Kurt implied curiously.

"Yep." Lucy answered.

Suddenly, Erza stopped walking, her smile turning into a frown. "You're all so carefree. It's almost as if you forgot that you're supposed to face punishment when we get back to the Guild."

At that statement, the entire team, minus Kurt, Azure, and Erza, all looked back at Titania with horrified expressions.

"But why?" Natsu asked weakly.

"Everything worked out in the end! Mostly." Lucy added frantically. "Can't we just forget about the whole punishment thing?!"

"You're right. Everything did almost work out, but only because I came here to finish the job none of you were qualified to do." Erza replied sternly. "Stealing an S-Class quest is a serious offense."

The four gasped in fear. Kurt was the opposite as he stared at the red haired beauty determinedly and fearlessly.

"Look," he held out his hands in a calming gesture. "I understand that they broke Guild rules, but can't you go easy on them. God only asks for forgiveness and if they do that, isn't that enough? I mean, we saved that village and Deliora is dead."

Erza eyed Kurt astutely, "It isn't my choice to make. Although, if you promise not to do it again, I do not believe that the guild needs to punish you. However, your fate lies in Master Makarov's hands, so I am sure you will be facing some punishment. As for you Kurt, you are not a member of Fairy Tail, therefore you cannot be penalized for your actions."

"Well…that makes me feel _**real**_ special." Kurt said sardonically.

"Now I'm scared." Happy was holding his face, which plastered a fearful mien. "Do you think he's going to make us do _**that**_?"

Gray's face paled considerably. He suddenly crouched low to the ground, holding his head frantically. "**JUST KILL ME NOW! I DON'T KNOW IF I CAN LIVE THOUGH THAT AGAIN!**"

"You guys are freaking me out!" Lucy yelled.

Natsu, however, was smiling confidently. "Don't let them scare yah." He reassured, patting Lucy's shoulder. "I'll talk the old man out of punishing us. That guy loves me."

"Natsu, you can't talk your way out of this one. Good luck with that." Erza grinned and then she began to warmly chuckle.

Natsu was still smiling, but his confident demeanor evaporated as sweat poured down his face. Suddenly, Erza grabbed him by the bag on his back and dragged him across the ground.

"**DON'T TAKE ME!**" Natsu screamed.

As Erza dragged Natsu away, Lucy remained in her spot, trying not to wet herself out of fear. She finally could not hold back anymore as she shrieked, "Will somebody tell me what _**THAT**_ is?! I'm totally freaking out!"

Kurt could only smirk and pet Azure, shaking his head in amusement as they both proceeded towards the Guild Hall. '_These guys are crazy, but for some reason they remind me a lot of the X-Men. I just hope they are okay without me; I think I'm going to like this universe._'

**Fairy Tail Guild Hall 6:00 PM**

At the Fairy Tail Guild Hall, everyone was relieved and excited that the team had come back unharmed and apparently victorious. However, Kurt shed his undercover clothing, revealing his true form to the guild members he had not met the night he arrived. Despite the ensuing chaos, Kurt managed to calm everyone down with the help of his friends and Makarov. Speaking of which, despite the fact that they managed to pull of an S-Class quest, Makarov was still angry with them, minus Kurt and Azure, the latter of whom was popular with the females, unaware of her second form.

The remnants of the team, minus Erza, were all shuddering from the hard stare Makarov gave them. Kurt however, was cool and collected.

"Though I'm happy that you all came back safe," Makarov admitted, "I'm still very disappointed with you four. Mark my words; you will be facing _**that**_ kind of punishment."

Natsu and Gray held on to each other, shaking in fear. Lucy looked like she was ready to scream at any moment. Happy was merely hiding behind Erza.

"As much as I would love to see that, I have something I need to ask you Master Makarov." Kurt said.

"Of course. What is it Kurt?" Makarov asked.

"This whole adventure has gotten me thinking; I'm in a whole new world that needs help. As an X-Man, I promised to help those in need. I have also bonded with my new friends and I have no way of returning home. I even got some cool Shadow Magic from Galuna Island. That's why I'm about to ask you a really big question." Kurt said, bending down to be on Makarov's eye level.

"Master Makarov; can Azure and I join Fairy Tail?"

That was the real shocker. Nearly everyone's eyes bulged right out of their sockets and their jaws dropped to the floor. However, the shock quickly faded and expressions of joy took its place.

"Dude, are you serious?" Gray said.

"I wouldn't have said it if I wasn't." Kurt smiled. He returned his gaze to Makarov. "That is of course, if you'll have us."

Everyone in the guild looked at Makarov. He gave Kurt a hard stare as if he was scanning his well-being. Finally, after a short amount of time that seemed to last an eternity, Makarov held out his small hand, which Kurt took and shook.

Makarov chuckled. "Of course you do. Welcome to Fairy Tail, Kurt Wagner and Azure."

All the wizards present cheered in excitement for Kurt and Azure, for they were now the newest members of Fairy Tail and family.

"Alright!" Natsu yelled, comically trying not to cry as he patted Kurt on the back. "Welcome to Fairy Tail, Kurt!"

"Aye!" Happy agreed, flying over to the blue mutant, avoiding Azure as much as possible.

Gray came to Kurt's other side and added, "Yeah, you guys are going to like it here."

Kurt smiled as he affectionately held Azure in his arms. "Thanks. I have a feeling that we are going to like it here too."

Everyone cheered for their newest soon to-be members. Not only would they have two new friends and allies, but powerful ones at that. Erza could only watch as the group of wizards began to crowd the blue mutant and his dog. A sudden realization came to Erza, causing her to smirk. '_At least now if he defies a Guild rule, I can punish him for it._'

**AN: Wow, this is by far my longest chapter! Honestly, it is over 10,000 words! So, if you are wondering about what happened to Lyon and his followers, do not worry, they are not dead or anything. They will reappear soon enough, probably in a future arc. **

**Now, as for Cable's mention, I knew I had to include him in the story if the voices knew about Kurt and his friends beforehand in order to make sense. I used Cable, because let us be honest, Bishop caused too much trouble to the time stream. Seriously, watch any of the 90's X-Men episodes he is in and you will see why I chose Cable over Bishop. There is also another reason, but I plan to unveil that in an original arc I have planned.**

**In addition, for those of you who are curious as to Kurt's Shadow Magic, I plan to reveal more about it as the story develops. I also gave Kurt some new clothes, because let us be honest, all that Kurt had was a bodysuit. This way Kurt gets to blend in more with the Fairy Tail universe. **

**Also, in the next chapter, I plan to have some more Kurt and Erza moments so be ready for the future! I also killed off the chanters and the pirates for a special plan I have in store for an original arc, so don't hate me. Furthermore, if anyone is interested in making artwork for the story, just PM me and I'll make a decision. So, rate and review and I'll be back with the next chapter as soon as I can. In addition, the German translation is: she is amazing.**

**Next time- Ch 8: Changeling**


	8. Chapter 8

**AN: So, I would like to thank all the people for all of the reviews, favorites, and follows I have gotten on this story. Now then, I will not divulge any information about the original arc I have planned other than the fact that it will happen after the Phantom Lord Arc and that it will feature the return of the X-Men. As promised, there is going to be more Kurt and Erza moments in this chapter and what I have in store reminds us all that Kurt is a romantic. In addition, everyone who switches bodies will be referred to like in Ultimate 10's story. **

**For example is Kurt/Erza is speaking, that means its Kurt speaking in Erza's body. If Erza/Kurt is speaking, that means Erza is speaking in Kurt's body. Do not worry, although this was my first thought for this chapter, Erza will not be switched with Kurt. In addition, for all one shot chapters like these, there is no 'previously on' from the last chapter or in the next chapter.**

**Also, I changed the team name and my reason comes from this chapter. FYI: the offer to make any original artwork still stands. **

**Now, the adventure continues!**

X-Tail

Ch 8: Changeling

**Fairy Tail Guild Hall 10:00 PM**

In the Fairy Tail Guild Hall, the newest members of Fairy Tail, Kurt Wagner and Azure, were sitting at the bar. Kurt was drinking lemonade, his favorite drink and Azure was drinking water from her dog dish. Kurt was relieved that Azure was allowed at the bar area and lovingly petted her as the duo drank their respective drinks.

Kurt's thoughts were elsewhere from what happened yesterday. He and Fairy Tail's strongest team had just arrived back from Galuna Island, with the knowledge that innocent people were caught in the crossfire by some unknown force. After clearing the air with Makarov on the incident, the Magic Council intervened and sent an investigation team to the island. However, while their report confirmed that magic destroyed the ship and murdered those people, it could not identify the type of magic used or who did it.

That knowledge burned through Kurt's soul. Kurt wanted to find whoever had done it, but for now, it had to be on the backburner. Without any suspects since Lyon and his team mysteriously vanished despite them taking the only available boat on the island, it was pointless to be harboring anger for the moment. Besides, Kurt then remembered the other important thing that happened after his return, not counting when he was officially "stamped" by Fairy Tail or changing their team name to Team Xavier, to honor Kurt's friends he left behind.

The Fairy Tail symbol was now located on his left upper arm, near his shoulder in bright orange with Azure getting hers on her underbelly in the same color. However, Kurt had noticed that everyone's Guild mark was visible on some part of their body, so he kindly asked Mira to stitch one on his new black leather jacket. Mira kindly stitched a white Guild mark on his upper left jacket sleeve.

The other thing he mentioned involved Erza. While she had forgiven him for how they met, Kurt still felt like he should do something nice for her. In an attempt to find something, he turned to the first female he met when he arrived in this universe, Porlyusica. Going to her was the smartest thing he did without question, and he was anxious to see Erza and give her what was in the long, black case he got from Porlyusica that he had set on top of the bar.

Suddenly, when the front door to the Guild Hall opened, it seemed that God answered his prayers. Stepping inside was Erza with Gray, Natsu, Lucy, and Happy behind her. The ice wizard and Dragon Slayer were wearing their usual attire whilst Lucy had changed into a blue shirt and brown shorts.

"Is Master Makarov here?" Erza asked in her commanding voice. "He never could get to punishing these four yesterday."

"Still with the punishment thing?" Kurt asked, folding his arms over his chest.

"Hey, why isn't Kurt being punished?! He is a member of our Guild now!" Gray demanded.

Erza turned and gave him a colder glare than his magic, causing Gray to flinch back in fear. "Because Kurt wasn't a member of Fairy Tail at the time therefore, he can't be punished for his actions."

Kurt gave his friends a sly smile, before his mind rounded back to Erza and he remembered what he had to give her. "Uh, Erza, I wanted to properly say I'm sorry about the whole incident when we met."

"It's no problem Kurt, but why are you still asking for forgiveness?" Erza asked, "I already forgave you after you saved my life."

"Even so, I wanted to do something special, so…here it is." Kurt said as Azure gave him the long, black case in her teeth. She gently released it into Kurt's hands and he lovingly petted her before he opened the case and pulled out what he wanted to give to Erza. In Kurt's hand was a 5 in. rose without the thorns, but the petals were pink for some reason. Erza merely gasped a little at the gesture.

"Wow Kurt that certainly is thought…" Erza said before she smelled a familiar smell. She took a big whiff and she slowly approached Kurt and found out that the smell was coming from his rose.

"Kurt, why does this rose smell like…" Erza said, before Kurt interrupted her with a devilish smile, "Strawberries?"

"Yes, why does it smell like strawberries?" Erza asked, hypnotized by the intoxicating smell.

"I asked Porlyusica to make one for you. At first, she did not want to help, but when I mentioned that, the gift was for you, she could not refuse and she gave me this an hour before I came back to the Guild. When she mentioned that you loved strawberries, I knew what to give you. I call it a Strawberry Rose." Kurt explained as he handed the rose to Erza. The entire guild was silent at what would happen next. No one had ever given Erza a personal gift like that before, so they were all anxious to see her reaction.

Before they could blink, Erza willingly took it from Kurt's hands and embraced him in an uncharacteristic bear hug, before she planted a small peck on his cheek, much to his embarrassment and brief excitement. The entire guild was speechless since Erza never hugged anyone, let alone kissed someone!

"I love it. Thank you Kurt, I'll put it in some water when I get back home." Erza said, shortly forgetting her previous engagement to punish the rest of the team.

"Actually, Porlyusica said that it shouldn't go into water," Kurt said as he took the rose from her hand, "because it's supposed to go in your hair." Kurt briefly struggled with getting it Erza's hair, mostly because of his fingers, but he managed to succeed in getting on the left side of Erza's hair. Now Erza looked like an innocent girl with the rose in her hair, and this caused Kurt to blush visibly before he managed to control himself.

"So, now that that's over, where is Makarov?" Erza demanded, regaining everyone's attention to the previous matter, but not before, she gave Kurt a brief smile, which the blue mutant noticed and returned.

"He went out of town for some kind of last minute meeting or something like that." Macao answered regaining his composure from Erza's uncharacteristic behavior.

"Oh, yeah; he left a little while ago." Kurt added.

Immediately, Natsu, Gray, Lucy, and Happy let out collective sighs of relief.

"Well, that was a close one!" Natsu beamed brightly.

"Yes," Gray fist pumped, "we won't have to deal with _**that**_ until Gramps gets back."

"Oh thank goodness!" Happy added, crying in joy. "I was so afraid of staring in the face of death!"

"**I CAN'T STAND IT ANYMORE!**" Lucy shrieked, pulling her blond hair in frustration. "**YOU GUYS ARE REALLY FREAKING ME OUT! HOW IS HE GOING TO PUNISH US? I AM SO YOUNG AND I HAVE SO MUCH TO LIVE FOR!**"

"**ALL OF YOU SHUT UP!**" Erza demanded.

The group instantly ceased their talking and shivered in fear, only to burst out laughing, much to Kurt and Erza's confusion.

"Um, does punishment mean something different here, or did they finally go crazy?" Kurt asked sardonically.

"Nether. We…just…can't…stop…laughing at Erza!" Natsu answered intermittently through his laughs.

"Aye sir! We can't take her seriously with that girly rose in her hair!" Happy added, clutching his sides.

"Got to admit fuzzy, you really do know the perfect gift for a girl, especially when it makes everyone so happy!" Gray said, pounding his fist on a nearby table.

"Yeah Erza. Even I can't take you seriously like that!" Lucy said, as she felt flat on her rear and rolled around on the floor.

"**SHUT UP!**" Erza yelled in a commanding voice, which instantly ended the laughter. "Listen, this rose was a very thoughtful gift and I expect you to treat me the same when I have it in my hair; is that clear?!"

"Yes sir, Erza sir!" The entire team answered in fear. Even though Kurt was not part of the speech, he was a little unnerved by Erza, but quickly shook it off, mostly because of her implying that she would keep wearing the rose. Azure merely hid behind Kurt in fear.

"Now, do you know when the master is planning to return?" Erza asked.

"No," Mira replied, "but I would imagine he'll be coming back any time now. The meeting place isn't that far from here."

Erza nodded, she placed her hands on her hips in a powerful manner, and turned to face the four behind her. "Okay, listen up, you're not getting off the hook!" she said in a raised voice. "You broke Guild rules by taking on that S-Class quest, prepare to be punished."

Natsu, Gray, and Happy immediately hugged each other in support, shaking in fear.

"How do I prepare myself when I don't even know what's going to happen?!" Lucy shrieked.

Kurt cocked a brow. '_Erza certainly has her own style when it comes to this, but she's got a good bod- heart.'_

"Well, it was nice knowing you" Wakaba joked. His smile then turned into a frown as he looked away. "It's a crying shame. Those two boys are one thing, but I cannot believe Lucy gets punished too. Oh, you poor girl."

Lucy paled, on the verge of wetting herself. "Oh you poor girl?"

Natsu and Gray meanwhile, overheard Wakaba and started walking towards him with angry looks.

"Hey! What's the big deal man?!" Natsu demanded angrily. "How come you don't feel sorry for us?!"

"Why are you lumping me in with this loser?!" Gray added.

Before anyone could stop it, a fight broke out between the three. Natsu and Gray traded insults back and forth, as they fought Wakaba and each other. Kurt watched the spectacle in confusion as a sweat drop rolled down his face.

'_What is it with these guys always wanting to fight? It is like they are part Logan_' Kurt mused.

"The big part of being a man is to own up to your actions." Elfman stated. "You hear that you two?! Its time you man up!"

"It's not fair!" Happy cried as he flew around, trying to get the others' attention. "I'm the cutest one here! Why doesn't anyone feel sorry for me?"

"Will somebody please tell me what's going to happen to us?!" Lucy said in obvious panic.

Kurt could not help but smirk. Though these people were crazy, they did provide quality entertainment that you had to pay for back in his universe. Although, he was subconsciously drawn more to Erza and he was unwittingly staring at her before he got a hold of himself.

'_Wie war das mit' _Kurt thought to himself.

**Fairy Tail Guild Hall 10:25 AM**

A little while later, Kurt, Natsu, and Gray were standing in front of the Request Board. It was a board on the wall with various wizard jobs posted all over it. However, a particular job request in the center is what garnered the trio's attention. The request was printed on black paper with white ink, had two eyeballs at the top, and a bunch of incomprehensible scribbles all over it. The only thing legible was the big "Read This" at the top and a "500,000 J" reward at the bottom. Something about it unnerved Kurt to no end and Azure was whimpering in fear of it.

For very different reasons, it quickly caught their attention. Still, it was a lot of money, and Kurt realized that he needed to start making a living. After all, he could not live at the Guild forever, especially with Azure. Nevertheless, the request was really befuddling the three. It was somewhat hard to accept a request in what appeared to be another language, or written by a toddler.

"That's a strange looking job request." Natsu commented.

"Yeah, it is." Gray agreed.

"I have absolutely no idea what it says, but I'm getting this weird vibe from it for some reason. Almost like the vibe I got when I saw Galuna Island." Kurt added.

"About time you guys came back. What's shaking?" a masculine voice said.

Kurt turned around to see a teenage boy around their age. He had orange hair, glasses, and wore a dark green jacket with a white fur trim around the hood. '_Who is this guy again? Oh right! Loke. Its weird, but I get a bizarre feeling whenever I see him._' Kurt thought.

"Not much man," Natsu replied nonchalantly. "What the hell? I can't even read it."

"Read what?" Lucy asked, stepping forward to see why they gathered around the Request Board.

All of a sudden, Loke flinched away in shock. His eyes were wide open and he looked ready to wet himself any minute now.

"Whoa! You're back too Lucy!?" Loke yelled.

"Geez, it's really good to see you too." Lucy said sardonically. "What is your problem with me?"

"I…uh…nothing! Bye!" Loke quickly turned around and ran away as fast as he could, only to run into Erza and fell on his back unconscious, groaning in pain. Despite his treatment of Lucy, Kurt could not help but wince from the impact Loke had with Erza and then the floor.

"No way!" Erza yelled, ignoring the injured Loke on the floor. "You two will not be taking any requests!" She was obviously referring to Natsu and Gray.

"Real smooth." Lucy commented.

"Do they have to be so noisy?" Cana asked sitting at a table while drinking a mug of bear. Cana was a young woman around their age with long, brown hair and she was wearing a blue bikini top and brown pants. Her Fairy Tail emblem was present on her abdomen in black.

"Who cares? They're the coolest, especially that fuzzy blue guy." A black haired kid wearing an orange shirt and brown shorts sitting by Cana named Romeo, said. Romeo was not a member of Fairy Tail, but his father was Macao, so he spent most of his time at the Guild.

Cana looked at Romeo incredulously. "You're kidding me, right?"

"Decipher this text and I'll increase your wealth by five hundred-thousand jewels." Natsu read out, and then turned to Happy. "This sounds like a winner to me, what do you think?"

"Sure does!" Happy agreed.

"So, it's a translation job?" Gray asked. "That's a weird request for a Guild."

As Gray scanned the paper further, he noticed something very strange about the writing. "Hey, wait a second, that's some crazy ancient stuff. No one is going to be able to read that."

"Wait, it's written in modern letters too." Happy noted.

"I thought I told you no jobs." Erza stated firmly.

"You're right Happy!" Natsu said, ignoring Erza. The pink haired Dragon Slayer looked down at the paper and read out, "Ugo deru rasuchi boro kania…" Natsu moaned as he grasped both sides of his head in confusion. "What?! That's crazy!"

Suddenly, the request paper began to shine brightly, causing different colors of the rainbow on the group, minus Azure who was standing behind them in fear. The light show caught Macao and Wakaba's attention as they walked closer to it.

"What's going on?" Macao asked quietly.

"That's just sad" Wakaba commented. "Those kids are so scared of Makarov's punishment that they're sweating rainbows."

"That's enough booze for you." Macao replied.

A few moments later, the light died away. The group stood there shortly until…

"What the hell? Why am I so cold?" Gray remarked, wrapping his arms as he shivered.

"What? Ice wizards don't get cold, you big cry baby!" Elfman yelled.

However, Gray was chattering his teeth as his body shook to the core. "I-I'm serious, I'm super cold right now! If someone does not turn up the heat soon, I am going to kill someone!" Gray shivered, although he said that last part with anger.

All the wizards present stared at the black haired teen, dumbfounded.

"What the?" Erza snapped out of her stupor, very confused. "What's going on? My chest feels weird all of a sudden, like its heavy! My back's killing me."

"Uh, you feeling okay Erza?" Macao asked, stupefied.

"What are you…" Gray trailed off. When he caught sight of Erza, his mouth fell to the floor. "What the hell?!"

"Oh wow!" Natsu squealed happily, however, his cheeks seemed to be rosier than before. "Natsu where are you?"

"I'm right here. Hey, did you guys get taller or something?" Happy, who was standing on the wooden table, asked. Suddenly, his eyes widened a bit. '_Uh…what happened to my voice?_' The azure feline brought up his paws to his face. His jaw almost fell off from shock.

"What the?! I'm a cat?!" Happy shrieked.

"Uh…yeah Happy, that's kind of a given." Wakaba noted, though in a confused fashion.

The blue cat turned to him and glared. "I'm not Happy, I'm Natsu!"

"**WHAT?!**" Wakaba, Macao, and Elfman all shouted in unison.

"Why is everyone acting so strange?" a male voice sheepishly asked.

The wizards turned to see Kurt, acting like a scared child. He was clearly confused and looking around frantically for the cause of this. The way he was acting did remind them of one person…

"Uh…guys?" Everyone turned around to see Lucy. She was holding out her hands, studying them as well as the rest of her body in a perplexed manner trying not to blush at the size of her breasts. She looked to the rest of them and asked, "Um…why am I in a girl's body?"

The present group of wizards, minus the ones on Team Xavier, looked at the busty blonde-haired girl strangely. However, the second Kurt caught sight of Lucy, his composure falter while his yellow eyes widened tremendously.

"W-w-what…" Kurt stuttered in shock.

"Uh…I'm no doctor, but I guess it's because you are a girl, Lucy." Macao implied, rubbing the back of his head sheepishly.

Lucy cocked a brow. "I'm not Lucy, I'm Kurt."

"**WHAT?!**" everyone cried.

"AHHH! I am a mutant! A disgusting, fuzzy blue mutant!" Lucy/Kurt cried out, only to have a look of remorse when she/he looked at Kurt/Lucy. "Oh, Kurt, I didn't mean…"

"It's okay Lucy. I know what you mean." Kurt/Lucy said.

"Ugh…" Loke finally came to as he steadily got up from the floor. "Man, my head." As the orange haired wizard's vision focused back to normal, the first thing he saw was a certain celestial wizard in front of him.

When she turned away from Kurt/Lucy to look at him, he/she smiled and said, "Loke, are you okay?"

"AHHH!" Loke yelled, flinching backwards before bolting in the other direction.

"What is his problem with Lucy?" Kurt/Lucy asked.

Elfman, Wakaba, Macao, and Mira were left dumbfounded by what they were witnessing.

"Okay, something here isn't right. First Kurt says he is Lucy, and then Happy says he is me. What's going on?!" Natsu/Happy yelled.

"Ugh? What are you talking about cat?" Gray/Erza asked, cocking a brow in confusion.

"How can you all be so foolish?" Erza/Gray demanded sternly, in a commanding voice they had never heard before. "Isn't it obvious? We've all switched bodies!"

"**WHAT?!**" the remaining members of the team shouted. However, Kurt/Lucy was not as shocked as he should be.

Over the years in his world, there were things far stranger than switching bodies, of course switching with Lucy did put this in the top five crazy things that he has seen.

Natsu/Happy stepped closer to Erza/Gray, panic in his eyes. "Stop fooling around, Gray!"

"I'm Erza you dimwit!" Erza/Gray retorted.

"W-wait…" Lucy/Kurt stuttered, "So…is that why…."

"Yes," Erza/Gray replied. "Natsu and Happy, Gray and I, and Lucy and Kurt, we've all switched bodies."

"HUH?" everyone in the Guild, besides Kurt/Lucy, said in astonishment.

"Well," Kurt/Lucy shrugged, speaking in Lucy's voice, "this is definitely awkward."

"Well duh!" Lucy/Kurt said, flailing her/his arms around. "You better not do anything perverted with my gorgeous body!"

"Don't worry Lucy, I wouldn't dream of it." Kurt/Lucy smirked, and then threw her/him a playful wink.

Lucy/Kurt gasped lightly and turned away, blushing in anger and embarrassment. This caught the eye of Kurt/Lucy, who was left confused. After all, he/she was sincere about what he/she told her/him and he/she was a gentleman. Besides, he/she thought of Lucy as more of a little sister because of the age difference and her/his childish personality.

"It seems that the ancient Unpela-ese spell has been cast." A wise, grave voice said.

Everyone turned to see Master Makarov standing at the front doorway, his head down and his hands grasping his smiley-faced cane behind him.

"You kids aren't feeling like yourselves today, huh?" Makarov quipped.

Team Xavier walked up to the elderly master.

"Master, you're back!" Erza/Gray said in relief.

"I had noticed that request on the board." Makarov explained. "By reading what was on that page allowed you to cast a powerful personality transference, and that spell is called the Changeling."

"Sounds really scary!" Lucy/Kurt commented.

"Can you please tone down acting so girly in my body?" Kurt/Lucy requested.

"So, you're really Natsu, right?" Gray/Erza asked.

Natsu/Happy glanced back at him/her. "Yeah?"

The red haired wizard grabbed the swapped azure feline by the green backpack. "You idiot! This is your entire fault! Because of you, Kurt and I are stuck in girls' bodies!"

"Hey, all I did was read the stupid job request! At least I'm not in a girl's body, ice prick!" Natsu/Happy countered.

"That's enough Erza…uh…I mean, Gray." Makarov corrected. "However, this spell does more than switch your bodies; it switches your magic too."

"What?!" the group shouted.

"There's one more thing you should know." Makarov said grimly. "If the Changeling spell isn't reversed n thirty minutes from the time it was originally cast, you will never return to the way you were before. Or says so the legend, at least."

"What?!" the team cried out.

Even Kurt/Lucy was shocked by this startling new development. He/she certainly did not want to be trapped in Lucy's body for the rest of his/her life. A man being stuck in a woman's body would be extremely uncomfortable!

Natsu/Happy flew up to Elfman and Mira, who were standing a fair distance away, along with the other Fairy Tail wizards present. "Do you know how long we've been mixed up for?!" He asked frantically.

"Sixteen minutes," Mira answered, "which means you have fourteen left."

This only caused the group to scream even more, shocked by how little time they had left. They immediately turned to their orange and blue clad master again.

"Gramps, isn't there anything you can do to reverse the spell?!" Gray/Erza cried hysterically.

"Hmm," Makarov scratched his nose in contemplation. "Since this is such an ancient magic, it would only stand to reason that I…don't know."

Suddenly, all composure from Team Xavier faltered. Their jaws fell to the floor, expressions of horror written on their faces.

"I must say I am very disappointed." Makarov sighed. "I was looking so forward to punishing you…but it looks like you've got your hands full right now."

"What?!" Kurt/Lucy yelled, waving his/her arms around frantically. "With all due respect Gramps, I wasn't even supposed to be punished!"

"Hmm," Makarov nodded. "Yes, it is rather unfortunate that you got involved in this Lucy…uh, Kurt."

The old mage then walked away. "Well, best of luck to you kids." He said in a cheery tone.

The team was left dumbfounded. Natsu/Happy and Gray/Erza were both sprawled out on the floor, their borrowed bodies twitching in shock. Lucy/Kurt was on her/his hands and knees; he too was horrified to stand. Erza/Gray was standing firm although, her/his fists quivered in anxiety while her/his attitude displayed absolute apprehension.

Before anything else could happen, Azure approached the group and tackled Kurt/Lucy to the ground, only to begin affectionately licking his/her face, much to their pleasure. This continued until Kurt/Lucy managed to calm Azure down and lovingly petted her with his/her new, feminine hands.

"Wow, so even though Kurt's in Lucy's body, Azure still knows it's him." Natsu/Happy commented.

"What can I say? We have a bond just like you and Happy have, Natsu." Kurt/Lucy commented as she began to console the now whimpering Azure. "Don't worry girl, I'll be back to normal in no time."

"Okay, that does it!" Gray/Erza yelled as he/she was lifting up his/her shirt. "I can't take it anymore!"

All the boys rushed over to see the supposed strip show that Gray/Erza was going to unfortunately make, but Erza/Gray managed to stop him/her in time, "Gray, get a hold of yourself!"

"I don't care Erza! I need this! Let go!" Gray/Erza roared out.

"Huh," Kurt/Lucy commented. "Apparently we aren't alone. Even in Erza's body, Gray still likes to take off his clothes."

"I guess so." Lucy/Kurt said, and then slyly smiled, "Of course, you wouldn't mind if Gray did that in Erza's body, would you?"

"What are you talking about?!" Kurt/Lucy asked nervously.

"I'm just saying, even though I was there when you met Erza, it was still a little romantic to go to such lengths for her." Lucy/Kurt said, gently nudging him/her. This of course caused Kurt to blush uncontrollably in embarrassment.

Natsu/Happy sprouted a pair of white, feather wings from his back and flew a few feet off the ground. "I got to say, flying sure is fun, **BUT I NEED TO BE ABLE TO BURN STUFF AGAIN!**"

"I know! I'm so hungry, but all the fish keeps burning up in my mouth!" Happy/Natsu complained as he bumped into Kurt/Lucy. At the same moment, Gray/Erza threw off Erza/Gray off him/her and sent her/him on the opposite direction of Kurt/Lucy.

The two figures collided and painfully landed on top of the floor, with Kurt/Lucy on top of Erza/Gray. The two were knocked for a loop, but they both got the surprise of their lives when they opened their eyes. They felt a moist sensation on their borrowed lips and saw that their lips were touching!

This noticeably freaked out both of them, and the entire guild out as they frantically moved away from each other as fast as they could, both of them blushing heavily.

"Did Lucy and Gray just kiss?" Natsu/Happy asked, dumbfounded.

"Not exactly Natsu. Kurt is in Lucy's body and Erza is in Gray's body, so they technically just kissed each other." Happy/Natsu clarified.

The moment seemed to last an eternity. Both Kurt/Lucy and Erza/Gray were trying to process what exactly happened, only for Erza/Gray to break the ice.

"This means nothing, okay?" Erza/Gray said nervously.

"Of course. We are not in the right bodies for this to even count. Still friends?" Kurt/Lucy nervously said, extending out his/her hand.

The hand was met by Erza/Gray's and she/he shook it, "Still friends."

"You are so going to pay for that Erza! **Re-quip!**" Gray/Erza yelled in anger as his/her body glowed yellow.

"Gray, don't you dare!" Erza/Gray pleaded.

When the flash died out, Gray/Erza was now dressed in a tight, one piece black outfit that showed off his/her voluptuous body and a staggering amount of cleavage. He/she wore black stockings, red heel shoes, and a pair of long, gray bunny ears that were attached to a band on his/her head. Around his/her, neck was a cute red bowtie.

"What the?! I wanted cool armor, not to look like a showgirl!" Gray/Erza cried out.

The sight of Gray/Erza in such a revealing outfit, caused the men of Fairy Tail to drool in excitement, even the swapped Kurt/Lucy tried his/her best to look away.

"You bastard!" Erza/Gray cried as she/he was about to punch him/her, only for him/her to automatically switch back into his/her regular armor at the last second, badly bruising Erza/Gray's hand.

"Oh man, now I can't even strip with this stupid thing on my chest." Gray/Erza said as he/she was visibly trying to remove the breastplate.

"Should have just done that in the first place." Erza/Gray said as she/he was rubbing her/his bruised hand.

Suddenly, everyone looked to see fire drooling out of Happy/Natsu's mouth and onto the floor. "What's happening to me?! I have fire dripping from my mouth!"

"You've got to control it Happy!" Natsu/Happy yelled.

"I can't sir!" Happy/Natsu said, continuing to breathe fire around the Guild. In an attempt to stop him, Erza/Gray tried to use her/his magic, but only succeeded in drooling out ice cubes from her/his mouth.

This turn of events caused the entire guild and the remnants of Team Xavier to sweat drop in frustration. If they did not stop this now, the fire would burn down the whole Guild! This would not be a problem, if they had someone who could use water magic! Suddenly, Lucy/Kurt got an idea in her/his head.

"Kurt, summon Virgo and tell her to use the dirt to stop the fire!" Lucy/Kurt yelled.

"Wait, which one's Virgo?!" Kurt/Lucy cried out, trying to figure out which key was which from his/her key pocket.

"It's the gold one with a music note on it!" Lucy/Kurt yelled frantically.

Suddenly, Kurt/Lucy managed to find the key and held it his/her hands. "I got it! Now what?"

"Just try to open up her gate and the rest will follow!" Lucy/Kurt explained.

"Okay. **Open, Gate of the Maiden, Virgo?**" Kurt/Lucy said uncertainly.

In a puff of smoke, the same curvaceous, pink-haired maid from Galuna Island appeared. "You summoned me, Princess?" Virgo said, doing a little curtsy.

"Uh, yeah. I need you stop that fire by using your digging ability." Kurt/Lucy said, unconvincingly.

"As you wish." Virgo said nonchalantly as she dug into the ground and emerged with a huge pile of dirt, effectively smothering the fire, but damaging the floor in the process.

"You destroyed the floor!" Kurt/Lucy said sternly. Suddenly, Virgo ran back faster than he/she could blink, and much to his/her confusion, handed him/her a paddle. At first, he/she was not sure where Virgo was going with this, until she removed her skirt and panties, leaving her naked bottom sticking up in the air as she got on all fours.

"Forgive me Princess. Please punish me!" Virgo said in a sadomasochistic tone.

"Lucy, how do I send your perverted maid back?!" Kurt/Lucy desperately cried, immediately looking away in embarrassment.

"Close the gate! Close the gate! Close the gate!" Lucy/Kurt rapidly said, trying to cover her/his eyes.

In another puff of smoke, Virgo vanished, much to their relief, but to the male onlooker's disappointment.

"Great," Lucy/Kurt moaned sadly, "All of our magic has been switched but we all stink at it. Why me?"

"I'm surprised you can do anything with these hands and toes, Lucy." Kurt/Lucy said, carefully studying his/her new appendages.

"How come? I'm having just as much trouble trying to walk around or pick stuff up in your body." Lucy/Kurt said, walking wobbly.

"No need to worry, Lucy!" a feminine voice cried out. They all turned to see a petite, blue haired girl named Levy said. Behind her were her two teammates; the orange haired one with a brown hat was Jet and the black haired one with a yellow bandolier across his chest was Droy.

"Levy, you're here!" Lucy/Kurt squealed happily.

"Remember what I said about not acting so girly in my body?" Kurt/Lucy said sardonically.

"Don't worry! Team Shadow Gear is here to save the day." Droy stated confidently. "You guys will be back to normal in no time."

"Oh yeah," Jet added as confidently as Droy. "We got this, no sweat."

"Now do your thing Levy." Jet and Droy said together.

"So, what are you guys going to do? Be her personal cheerleaders?" Kurt/Lucy said sardonically.

"Actually, you're not wrong." Mira said, much to Kurt/Lucy's confusion.

In response, the two men only chuckled, only to further confuse Kurt/Lucy.

"You're so kind to help us!" Lucy/Kurt said.

Levy chuckled a little. "Anything for a friend; besides, I really want to read your novel and it would be weird talking about it in front of Kurt." She said, whispering the last part.

"What are you going to do?" Gray/Erza interjected.

Later, Levy was sitting at a bench, holding the request paper in her hands. A few books were stacked around her. The others gathered behind the blue haired mage.

"Well, I do know a little about ancient texts." Levy explained. "I'll start with what was written on the flier itself."

"Sounds good," Gray/Erza said, "but do it quick!"

Kurt/Lucy walked around the table to stand in front of the group, lovingly holding Azure in his/her arms. "Listen up everybody; we need to let Levy work in peace."

"Yeah," Natsu/Happy agreed in a muffled voice. He then realized that he had a fish in his mouth and gasped in shock. He lowered his wings and fell to the floor in utter disgust. "Why did I have a raw fish in my mouth? I only like it cooked!"

"Lucky! I wish I could have fish again!" Happy/Natsu wailed as he tried to eat fish again, only for it to burn up instantly in his mouth.

Levy began reading a book, her red reading glasses cast a beam of rainbow colored light over the pages, allowing her to read much faster. "Okay…ugo deru…" she mumbled.

'_I'm pretty sure that Jean or Beast might enjoy having a pair of glasses like that._' Kurt/Lucy thought to him/herself sardonically.

"Please hurry," Gray/Erza said calmly, although his/her expression suggested otherwise. "We only have ten minutes left."

"Are you sure that it's a good idea to be reading those word out loud?" Kurt/Lucy asked, crossing his/her arms over his/her ample chest, much to his/her embarrassment.

"Don't worry," Levy, replied nonchalantly, looking between her books and the poster. "It's totally safe as long you don't read everything in the right order."

"There's not much time!" Natsu/Happy shouted hysterically. "I need to be able to burn stuff again! Change me back!"

"So, how's it going Levy?" Lucy/Kurt said as she/he stood behind her.

Levy was silent, still looking at the request paper.

"Have you figured it out?" Natsu/Happy asked.

"No," Levy replied disappointed, "I'm stumped!"

Natsu/Happy and Lucy/Kurt both let out a frustrated yell. Kurt/Lucy's eyes widened slightly. '_Gott helfe uns_'

"No!" Happy/Natsu cried. "I can't stay in a body where I can't even eat fish!"

"I'm with you! I need to burn stuff again!" Natsu/Happy cried out.

Lucy/Kurt whimpered. "I can't stay in the body of a fuzzy blue mutant forever! Especially if it's a boy!"

Kurt/Lucy looked back at her/him comfortingly. "We're going to get through this, you know."

"This is crazy! I can't stay in the body of someone where I can't even strip!" Gray/Erza cried out, once again trying to remove his/her breastplate, to no avail.

"Surely my fate isn't to remain in the man's body for the rest of my life, especially one that's so cold." Erza/Gray whimpered.

"Look, I know you guys are freaking out, but I'm still working on it, okay?" Levy reassured the panicking wizards.

Natsu/Happy turned to Macao. "How much time do we have left?"

"Eight minutes, Macao answered, holding up a board with the number eight on it. "Hate to say it kids, but you might want to start preparing for the worst."

This statement made the whole team freeze in fear. The possibility of never going back to their own bodies was frightening. Even Kurt/Lucy found him/herself unsettled by this. Being stuck in a girl's body was certainly, not how he wanted to spend the rest of his life. Logan would never let him/her live it down.

A moment later, Team Xavier was sitting on a bench across from Levy as they left her alone to work. Her teammates, Jet and Droy, were cheering behind her, much to Kurt/Lucy's amusement.

'_What do you know? They __**are**_ _her cheerleaders._' Kurt/Lucy mused.

"So, what happens if we wind up getting stuck like this?" Gray/Erza inquired, his/her chin resting on his/her hand.

"What are you implying, Gray?" Erza/Gray cocked a brow.

"Are we just going to adjust to our new bodies and head back to work?" Gray/Erza clarified.

"When you put it like that, I guess we'd have to. It's not like we have any other options." Erza/Gray said.

"I just want to eat fish again!" Happy/Natsu cried out, bawling like a baby.

"Stop making me cry, Happy!" Natsu/Happy yelled.

"Calm down, Natsu." Kurt/Lucy consoled. "No one…"

Suddenly, Kurt/Lucy paused as a realization came to his/her mind. This made the other look at him/her inquiringly.

"What? What is it Kurt?" Lucy/Kurt asked.

"I just realized something." Kurt/Lucy said. "None of us know how to use our powers properly. If we ever did take a job, we'd never be able to finish it."

The entire team went into shock.

"Oh, crap, you're right!" Erza/Gray agreed. "We're useless and that means…"

"**WE'RE THE WEAKEST TEAM IN FAIRY TAIL NOW!**" they shouted simultaneously.

It was sadly true. If the spell was not reversed, they would be stuck in another person's body with no knowledge on how to use that person's powers. In addition, being trapped in another person's body, especially for Kurt, Erza, Gray, and Lucy, would not only have ramifications on their missions, but their personal lives as well.

For Kurt/Lucy, he/she spent years adapting to his/her body, learning most of his/her strengths and weaknesses. However, being stuck in Lucy's body meant that he/she would never be able to teleport again or use his/her new Shadow Magic. Not only that, but also, Kurt/Lucy would be trapped in a female body for the rest of his/her life.

"Oh man, I hate this!" Natsu/Happy roared out. "What's the point of living if I can't burn stuff anymore?!"

"I'm a cute celestial mage! No offense Kurt, but I can't stay as a fuzzy blue mutant forever!" Lucy/Kurt cried out.

Happy/Natsu was busy bawling his eyes out. "I just want to eat fish again!"

"This is unacceptable!" Erza/Gray shouted. "I'm an S-Class wizard and I refuse to be part of Fairy Tail's weakest team…if only I was back in my normal body."

"Will you jungs calm down?!" Kurt/Lucy exclaimed as he/she stood up, drawing all eyes on him/her. "Listen, I don't like this more than any of you, but sitting here and complaining about it like children isn't going to make it any better. If we wind up having to adapt to our new bodies…then that is what we will do."

The team looked at Kurt/Lucy in shock. The way Kurt had just yelled at them was like Lucy's but much more sympathetic. Lucy/Kurt and Erza/Gray looked at him/her blankly; the way he/she was able to reassure everyone that everything would be fine appealed to both of them. Azure merely snuggled up to him/her comfortingly and Kurt/Lucy lovingly petted her in return.

Suddenly, Levy cried out, "Yes, that's it!"

Immediately after that exclamation, the team crowded around Levy with a mix of excited and relieved looks.

"Really, so you can lift the spell?" Natsu/Happy asked excitedly.

"Go on! Do it!" Gray/Erza added.

"This is what is says: May this eternal exchange provide you with eternal happiness." Levy smiled. "Kind of cute, isn't it?"

"Yeah, it is." Lucy/Kurt gushed.

"May this eternal exchange provide you with eternal happiness?" Kurt/Lucy repeated.

"Yeah, and?" Natsu/Happy demanded.

"In other words, everyone who switched bodies will live happily ever after!" Levy replied. "I'm so glad I figured it out."

At that moment, it grew deathly quiet as the horrifying realization hit them like their idiot dad backing up the car through the living room wall. Finally though…

"No freaking way!" Natsu/Happy yelled. "You're telling me I'll never be able to burn stuff again?!"

"Levy, we wanted you to lift the spell, not translate it. Are you sure you aren't a blond?" Kurt/Lucy deadpanned, only to get a murderous glare from Lucy/Kurt. "It's just a figure of speech."

"Oh, that's right. Sorry!" Levy apologized.

Lucy/Kurt walked next to Levy and placed a supportive, strange, three-fingered hand on her shoulder. "You got this. I have faith in you, but you got to work faster, okay? Maybe there's a hidden message or code or something in that request?"

"Yeah," Levy answered more determined. "Good idea."

As Levy resumed her work, Jet and Droy continued cheering her on, the latter banging a drum while the former waved around a fan.

"Go! Go! Go Levy!" her fan boys cheered.

Wakaba stared at this scene with a perplexed expression. "Isn't this entire racket gong to distract her?"

"Nah," Elfman grinned in anticipation. "They're just trying to get her pumped up!" Elfman jumped in with Jet and Droy and began cheering her on.

"Ugh," Levy moaned, "I'm still not seeing any kind of pattern here. I doesn't seem to make any sense."

Macao pulled out a purple board with a yellow three on it. "Three minutes left," he said.

"Three minutes?!" Lucy/Kurt cried out.

"Well, this is it." Erza/Gray whined. "This is how I'm going to spend the rest of my life…as a…man." Erza/Gray fell to her/his hands and knees, and whimpered. "I've worked so hard."

Erza/Gray was about to cry until she/he felt a comforting hand on her/his shoulder. She/he turned to see Kurt/Lucy smiling at her/him. "Please don't cry Erza, I don't like it when you cry. If it makes you feel any better, I feel your pain."

"You do?" Erza/Gray asked, sniffling.

"Yeah, being stuck in a woman's body forever doesn't bode well with me either." Kurt/Lucy admitted. "But, I know that's not going to happen. I'm confident we'll get back in our original bodies, because I want to see you with that rose in your hair again."

Erza/Gray looked at him quizzically. "How can you be so sure that everything is going to work out, even when all hope seems to be gone?"

"That's the beauty of faith Erza." Kurt/Lucy said as Azure comfortingly snuggled up to him/her." Azure feels it too. We'll get back in our bodies Erza, that's a promise."

Erza/Gray continued to look at him/her. '_We have less than a couple of minutes left before we are stuck in different bodies…yet he is still confident that everything will work out. His faith in God must by unshakable_' she thought. '_Who are you, Kurt Wagner?_'

Erza/Gray smiled at him/her and stood up. '_Whether I'm in this body or mine…I have a very good feeling that I'll enjoy fighting alongside him._'

"You're right." Erza/Gray conceded.

"Have you figured it out yet?!" Natsu/Happy demanded.

Macao held up a white poster board with a red number one at the center. "Your situation is direr than a kid about to wet himself with only one minute to go."

Kurt/Lucy looked at the middle-aged wizard confusingly. "Where do you keep getting all of these posters? Was there a sale or something?"

"I don't recall asking for the time! So shut your mouth, okay?!" Happy/Natsu roared, veins throbbing on his forehead.

"Geez, I was just trying to help." Macao muttered.

Levy, meanwhile, was hard at work trying to undo the spell. "Okay, I think I've almost got it worked out." She mumbled.

Behind her, Droy continued to bang the drums while Jet and Elfman waved around fans.

"Work it Levy! Yeah! You're on fire!" Elman cheered.

Wakaba sweat dropped. "He's too good at this."

"I'm pretty sure he's had a lot of practice at strip clubs." Kurt/Lucy said sardonically.

Meanwhile, Makarov stood behind Natsu/Happy and Gray/Erza. "Still trying to break the spell, huh?"

They both turned to the old man with annoyed expressions. "Look, if you're trying to teach us a lesson here, we've learned it already, okay?" Gray/Erza said.

"Oh!" Makarov's face lit up as if an idea had popped into his brain.

Suddenly, the group nearly gasped in anticipation. The rest of the group crowded in front of him immediately with hope in their eyes.

"Yes, master?" Erza/Gray asked eagerly.

The diminutive master was silent for a moment before he shrugged, "Never mind kids, I've drawn a blank."

At that, the group fell over in exasperation; besides Kurt/Lucy who stood stationary with his/her arms and jaw hanging down.

"With all due respect master, not cool!" Kurt/Lucy yelled.

"You guys have about forty seconds left," Macao informed, holding up a sign with a big number forty on it. "More or less…starting right now!"

"What do you mean, more or less?!" Natsu/Happy shouted angrily.

Suddenly, Makarov's face brightened once again. "I just remembered something about the spell!"

"What is it master?!" Kurt/Lucy exclaimed.

The master turned away. "While it can be lifted, I'm afraid that it has to be done one pair at a time." He then glanced over his shoulder. "Meaning, it's impossible to change you back all at once!"

"What?!" Natsu/Happy shouted.

"Thirty seconds…ish." Macao said, holding up another sign with thirty on it.

"Seriously, was it buy twenty, get nineteen free or something?" Kurt/Lucy asked.

"So, which pair's going first?" Gray/Erza asked crossly.

"It should be me and Happy!" Natsu/Happy answered.

"Aye sir! Sounds good to me." Happy/Natsu agreed.

"But that's not fair!" Lucy/Kurt cried out. "It should be me and Kurt!"

"Hold on!" Erza/Gray shouted, her/his vein throbbing violently. "Since I'm an S-Class wizard, Gray and I should go first. It's for the good of the Guild!"

"Amen to that, Erza" Gray/Erza agreed.

Immediately, a big argument broke out between five of the seven-person team, leaving only Kurt/Lucy and Azure not fighting. He/she only stood at the side, petting Azure lovingly. '_Man, forget my earlier comment. These guys fight more than Logan!_'

"Hold on you guys!" Levy screamed. "I got it!"

The majority of the team ceased their fighting as they all gathered close to Levy's worktable. "Really?" Lucy/Kurt asked.

"Yeah, but listen, I'll try to explain this as quickly as I can."

"And nine…eight…" Macao counted down; however, before he could continue, he received a wicked haymaker from Happy/Natsu on Natsu/Happy's behalf, sending Macao crashing through a bench, unconscious.

"No time!" Natsu/Happy shouted. "Just change us back! Hurry!"

"Yeah…right, here it goes." Levy said. Suddenly, the request paper glowed brightly once more. She then held out her arms as she chanted, "Aruborya tesura rugi gou! Aruborya tesura rugi gou! Aruborya tesura rugi gou!"

The rainbow colored light appeared and sparkles descended over the team, minus Azure who was hiding underneath Levy's table. Then, an awe-inspiring helix of bright colors and magical ciphers appeared over the page, casting light throughout the Guild Hall. The beam then shot into the sky, where anyone in Magnolia could see it.

After a moment, the light died away and the group let out collective sighs. Team Xavier stood still for a few moments before Kurt blinked a few times. When his focus finally returned, he looked himself over and smiled. He was back in his own body.

"Oh yeah! I'm fuzzy and blue again!" Kurt said boisterously.

Erza, who was standing a fair distance to his side, examined herself shortly and smiled too. "I am in my own body again."

Lucy, Happy, Natsu, and Gray blinked a couple of times. They looked over themselves and were pleased to find that they were back in their original bodies.

"Hey!" Natsu shouted. "We're back in our bodies too!"

"Aye sir!" Happy said in a muffled voice as he began to devour his fish with gusto.

"Man, I'm glad that's over." Gray sighed in relief; unexpectedly, ice chunks started drooling out of his mouth.

"So, now you're drooling ice cubes on purpose?" Wakaba asked.

Lucy ran up to Levy and held her hands. "Levy, you're awesome!" she squealed.

"That's right!" the blue haired wizard fist-pumped.

"Oh yeah." Droy said.

"Our cheering worked, huh?" Jet commented.

"You got to tell us…" Lucy asked, "How'd you do it?"

"Well, when I realized that the words themselves had no meaning, I decided to read them backwards." Levy explained.

"Backwards?" Kurt asked.

"It's actually an old trick." Levy continued. "Ancient languages such as this didn't really didn't really have that many letters. Therefore, sometimes they had to be a little more creative with their word usage. That is why when I reversed the words, I reversed the spell too."

"How cool," Lucy remarked.

"At least it's all over." Natsu said.

"We owe you big time, Levy." Gray added.

Levy giggled a bit. "Don't worry about it."

"Good work you kids." The group turned and met with quite a confusing sight. Mira was sitting cross-legged on the bar countertop, but she was holding Makarov's cane behind her back.

"Huh?" Lucy and Levy asked.

"Hey guys, something's wrong." Makarov, who was standing on the floor, said a bit girlishly. "Did I get shorter?"

"Oh no!" Lucy cried out. "You don't think that…"

"That Mira switched bodies with Gramps?" Gray finished.

Kurt's eyes widened from this realization, even when Azure leaped into his arms to lick his face. "Did you pronounce it right, Levy?"

"Wow!" Makarov/Mira beamed brightly. "You won't hear me complaining about this!"

"No!" Mira/Makarov started waving her/his little arms around in panic. "This can't be happening!"

"Oh no…" Erza muttered. "Who else has been…?"

Sure enough, the evidence was sprawled out when Elfman began chugging beer and Cana was not. In addition, Jet and Droy had apparently switched bodies, much to everyone's confusion on this turn of events.

Levy and Team Xavier stared at their body-swapped friends, who were bickering among themselves. They were all clearly confused by what had just happened.

"Oh no…" Levy gasped. "I think I'm a little over my head here."

"Oh boy…" Kurt exhaled deeply. "It looks like the adventures of our Fairy Tail body swap will continue."

**Unknown Location**

"_Magic is not a toy. It can turn your world on its head. The very fabric of your being can be pulled from you in an instant. So, do not take it lightly. Until next time…"_

"**ARE YOU SERIOUSLY GOING TO END IT LIKE THIS?!**" Kurt and Natsu shouted.

**AN: Well, I hope you enjoyed this comical installment in my story! If you are wondering about my decision on the body swaps, I needed Erza and Gray to switch bodies because I thought it would be better than Erza and Kurt. Speaking of which, them kissing in different bodies and Kurt giving Erza the Strawberry Rose are just the first part of their relationship. There are going to be more moments like that in the future chapters, so be prepared. Don't worry, they will get together, just be patient. **

**Before you ask, Azure's Fairy Tail mark will be present on her underbelly when she transforms. I also gave them orange marks because blue and orange are complementary colors, and it would be much more noticeable on their blue fur. Also, Kurt's favorite drink isn't lemonade, but I added it in to expand his character. BTW, It's not the only thing about him I'll be adding as the story develops.**

**However, now that the comedy is out of the way, we will be going into the action of the Phantom Lord Arc! After that, as promised, my original arc, which I have yet to name, will take place before the Tower of Heaven. After that, I will finally be going into Azazel's plan and actions in the last chapter for my second original arc, but maybe after a few one shots.**

**So, rate and review, and I will be back with an update as soon as I can. In addition, the German translations in order are, what was that about, god help us, and guys. **

**Next time- Ch 9: Phantom Lord Part 1**


	9. Chapter 9

**AN: So, I would like to thank all of you for your reviews, favorites, and follows, and I hope it stays that way. Now, we are finally getting into the action of the Phantom Lord arc. I made a rather unique change to Gajeel's attack, but do not hate me, because it is going to work out later on. **

**Now, the adventure continues!**

X-Tail

Ch 9: Phantom Lord

Part 1

**Magnolia 10:45 AM**

A few days had passed since the Changeling incident. It did take a while, but everyone had been returned to their original bodies. It was mostly Levy's doing, but Makarov still punished her for causing the crazy mess, but mostly because he left Mira's body. As her punishment, Levy could not enter Fairy Tail's library for an entire week. For someone who loved to learn as much as Levy, that was punishment enough.

However, Levy had finished her sentence and things were back to normal…well as normal things could get for a mutant and team of wizards. Still, Kurt could not keep on disguising himself every time when they went outside of the Guild, so Makarov found him something that could rectify the situation.

In addition to his new wardrobe from Galuna Island, Makarov gave him a Glamour Ring, a powerful disguise charm in the shape of a simple, golden ring. The ring made Kurt look like a normal Caucasian male with blue hair, yellow irises, and even black shoes. However, while this was invaluable to masquerading in this universe, it came with an unfortunate complication. Whenever he wore it, he could use his mutant abilities, but not his Shadow Magic, much to his chagrin.

Currently, Kurt, Azure, Natsu, Gray, Lucy, Happy, and Erza, or 'Team Xavier', had just arrived back in Magnolia from a successful mission. Kurt found the mission to be quite enjoyable, enabling him to fight alongside all of his new friends. Although the job was not worth that much money, that mattered little to Kurt. He was just happy that he could help.

Team Xavier was walking down the street. Erza was at the back of the group, pulling her cart full of suitcases. Kurt was confused as to why Erza brought so much stuff with her on jobs, or even how she was able to lug it around without using her Giant Armor. Still, this simply made Kurt more amazed by Erza, and was once again staring at her for a few moments before he composed himself, much to his confusion.

However, Kurt did question as to why Erza was not wearing her Strawberry Rose he gave her. Since Porlyusica made it, it would never wilt, but Erza decided to keep it in her apartment at Fairy Hills, the boarding house for most of Fairy Tail's female wizards. However, Erza did mention that she would only wear it on special occasions, strangely to Kurt's relief.

"Was that an awesome job, or what?" Natsu laughed happily.

"Well, the client sure seemed to think so." Happy replied.

"I'll admit," Kurt, said, "it was nice to work together as a team again."

"Yeah, although, my favorite part was when you took off your Glamour ring, and scared those guys to death! Honestly, I thought that they were going to pee their pants!" Natsu added brightly.

"Yeah, that was pretty fun. There are certain benefits to being a mutant." Kurt grinned.

Gray scoffed playfully. "Face it; you guys are just lucky that I decided to come along."

"We're lucky that you begged to come with us?" Natsu countered. "How do you figure?"

"Because you're as helpful as one of Erza's suitcases." Gray cockily responded.

The Dragon Slayer and the ice wizard began to lock horns once again. "You better watch your mouth or I'm going to pack you like a suitcase, pal!" Natsu growled.

"That doesn't make any sense!" Gray retorted.

Kurt leaned to his right where Lucy was walking, and whispered, 'Are they always like this?'

"Pretty much," Lucy deadpanned. Instead of wearing her usual outfit, she was wearing a tight pink shirt with a black skirt. Also, in her arms was Plue, one of her celestial spirits. He was a short, stout white creature with a comically big head and tiny body. He had bland eyes and a strange orange nose. Apparently, as Kurt had noticed, Lucy tended to summon the little spirit during their R&R time.

Erza got between the two and forced them apart easily. "Enough boys!" she then turned to Gray. "Now please get dressed."

It was true. Gray had somehow stripped down into a pair of black boxers within the blink of an eye. This still amazed and disturbed Kurt.

Gray's expression fell into shock. "For crying out loud, how does this keep happening to me?!"

'_Sometimes I think he's a mutant. No human could strip that fast._' Kurt mused.

"Piece of advice, Gray," Happy suggested, "Never get in a fight in your underwear."

Kurt laughed. 'Yeah, amen to that!"

"Uh guys, I hate to interrupt your conversation, but…" Lucy intervened.

"What's up?" Natsu asked.

Lucy held up the job request, which depicted a five hundred-jewel reward. "When I took this job, I was hoping for it to be a solo mission. So, why did you all come along?" She asked sheepishly.

"Oh come on, isn't it obvious?" Natsu said.

"No, I don't think so." Lucy replied.

Natsu gave her his trademark toothy grin and a thumbs-up. "We're Fairy Tail's strongest team, so we have to stick together."

"Aye, sir!" Happy agreed.

"And don't you forget it." Gray added.

"They're right Lucy…like it or not, you're stuck with us." Kurt smirked along with the others at the blonde wizard. Azure merely barked in approval.

Erza simply nodded in agreement.

Lucy was blank for a moment before she smiled. "Yeah, we are!"

"No job is too tough," Natsu stated confidently. "Not for me, Happy, Kurt, Azure, Erza, and even droopy pants here."

"Don't call me that." Gray said.

"We are quite a capable bunch." Erza admitted happily.

"There's nothing that Team Xavier can't handle." Kurt said.

"Aye!" Happy agreed.

"Hey! You forgot about me!" Lucy yelled.

As the team continued down the stone street, Natsu laughed a little. "Oh lighten up Luppy; I'm just messing with you."

"Well, I don't appreciate it and that's not my name." Lucy replied, annoyed.

Erza stopped as she clenched her fist tightly. "Please forgive me." She said sincerely. "I truly did not mean to upset you. I let myself get carried away, it will not happen again. If you would like, you may strike me now."

Kurt sweat dropped and whispered to Happy, 'Why didn't Erza act like this when she forgave me back on Galuna Island?'

'She pretty much thought you were even considering that you saw her…' Happy replied, only to get his mouth shut by Kurt.

"That's okay; I really don't think it's in my best interest." Lucy responded nervously.

"Smart move," Kurt, Natsu, and Gray said simultaneously.

As the team strolled down the street, passing Magnolia, citizens stared at them and whispered to one another. They looked at them with albeit…sympathy? Kurt was used to people staring at him; however, the way these people were looking at them seemed suspicious.

"Uh…why is everyone staring at us?" Kurt asked, voicing the question that was on the others' minds. "Is my Glamour Ring off?"

"No, but this isn't the good kind of staring." Happy commented.

"They feel so pity…" Erza said. The redhead then looked forward and quickly stopped in her tracks.

The rest of the team followed her gaze and were dumbstruck. From the distance, the Guild Hall looked very strange. They could not see much, but from here, there appeared to be large poles sticking out in random spots all over the building.

'Whoa,' Kurt thought. 'What in God's name happened?'

"What? Why does the Guild look so…bizarre?" Erza inquired.

"Only one way to find out," Kurt said. "Let's get a closer look."

**Fairy Tail Guild 11:00 AM**

Team Xavier continued down the path that led to the Guild Hall. When they finally arrived at their destination, they were befuddled. Several giant iron pillars were sticking out everywhere across the pagoda shaped building, one was even sticking out through the Fairy Tail sign above the front doors.

"No way." Gray muttered.

"Das sieht schlecht" Kurt said in his native tongue. Azure merely growled in anger at the sight of the damaged Guild Hall.

"What's happened to it?" Erza asked.

"No," Lucy lightly whimpered, holding her hand over her mouth. "I don't understand."

"Our Guild," Natsu snarled, clenching his fist to the point that he drew blood. "Someone did this to our Guild."

"But, who would do such a thing?" Erza asked.

"It was Phantom." A feminine voice answered.

The team, minus Natsu, turned to see Mirajane standing behind them, ready to break into tears.

"Are you serious?" Gray asked calmly.

Natsu turned to look at Mirajane with pure anger. "You mean Phantom did this?!" he growled.

"We couldn't do anything to stop them. They got us good." Mirajane sobbed.

Kurt cocked a brown in confusion, "I don't mean to sound insensitive, but who is Phantom?"

Gray turned to Kurt. "Phantom Lord, they're a powerful rival Guild. We've never been on the best terms with those jerks…as you can see."

"Believe me; I'm familiar with the concept of a rivalry." Kurt said, remembering Xavier's relationship with Magneto.

**Fairy Tail Basement 11:05 AM**

Later, the group proceeded down a flight of stairs that led to the basement. The basement's primary use was for storage, but since there were iron pillars everywhere, it was the only place in the Guild Hall unaffected by the devastation.

The rest of the Guild was either drinking, eating, or moping at makeshift tables. Anyone could tell that the morale was very low. Kurt could see that his friends, even Azure, looked disheartened as well. He hated seeing them in such a state, especially Erza and Azure.

"Yo! What's up kids?" Makarov slurred, holding a mug of beer. It was obvious that the master was drunk.

"Uh…hi." Lucy said awkwardly.

"Sorry we weren't here sooner." Erza added, skipping the formal introduction.

"Why the heck are you all just sitting around down here?!" Natsu angrily demanded.

The old wizard shifted his gaze to Lucy, ignoring Natsu. "How'd it go, Lucy? Did you finish the job like a good girl?"

"Yeah…I guess so." Lucy replied.

"Master," Erza firmly said, "do you not understand the gravity of this situation?"

"There's no need to get worked up about it." Makarov replied. "It's not like it's the end of the world or anything." The drunken master took another big gulp of beer.

"What?!" Gray asked incredulously.

"Hmph," Makarov continued, "just goes to show you how cowardly those dunderheads in the Phantom Lord Guild really are. They struck when no one was here, is that anything to be proud of?"

"No one was here?" Erza asked.

"It was after everyone had already left for the night." Mirajane said.

"Gott sei Dank" Kurt said in his native tongue. "At least no one got hurt."

"Yes." Erza agreed. "Thank goodness for that."

"We shouldn't trouble ourselves with people who don't even have the balls to face us head on." Makarov asserted. "Forget about those fools."

Suddenly, Natsu slammed his fist into a wooden crate, putting a huge dent into it and sending wooden chips flying.

"Ain't going to happen, gramps!" the Dragon Slayer shouted. "We can't let them trash our place and get away with it!"

"We're not talking about this any longer." Makarov replied calmly. "We'll handle job requests down here until the repairs are made."

"We shouldn't be worrying about…"

"**NATSU!**" Makarov yelled. "That's enough out of you!"

Unexpectedly, the old man reached out his hand and slapped Lucy's rear.

Kurt stared dumbfounded if he did it on purpose or not. '_No wonder why Logan doesn't want me to drink._' Kurt thought.

"And you spanked me because…" Lucy trailed off.

"Hands to yourself, master!" Mirajane admonished.

Makarov pulled back his hand and laughed sheepishly. He then jumped off the crate he was sitting on and ran across the room.

"Where are you going?" Natsu demanded.

"Oh, keep your dress on." Makarov slurred. "I got to take a leak."

"I hope he remembers where the toilet is." Kurt said sardonically.

Natsu's anger deemed slightly as he looked to the floor. "I don't understand why he's being like this."

"Listen," Mira said, "this is just as hard on him as it is for you. He's mad, but conflict between the Guilds is strictly prohibited."

"But that's not fair!" Natsu yelled. "Those Phantom creeps started this!"

"I know, but that doesn't matter." The white haired beauty responded.

"If the master's decision is not to retaliate, then we must respect it." Erza said, although Kurt could clearly hear a hint of reluctance in her voice.

Kurt looked around, and other than Natsu, he could see the disheartened expressions on everyone. He had never seen his friends so depressed before. However, when he saw Erza, his gut was wrenching from the sight of her unhappiness. He wished there was something he could do, but he had to settle for what he could do now.

Suddenly, Kurt jumped onto the highest point that he could on the bar, landing with ease. He stood up and Azure followed him. The two shared a simple nod, and Azure transformed and let out one of her magic roars, instantly turning all eyes of the Guild onto them.

"How can any of you possibly be acting like this?!" Kurt yelled.

The entire Guild was struck silent, all of them wondering where Kurt was going with this.

"Phantom destroys our Guild and you act like it's the end of the world. News flash: it's not!" Kurt snapped. "All of you are wasting time by drowning your sorrows, when you've clearly forgotten what it means to be in Fairy Tail. Remember one of our Guild's cardinal rules: we don't give up when we're pushed down, we put it behind us and we keep moving forward!"

The entire Guild was in absolute silence, but Kurt noticed that Erza was smiling during his entire speech, much to his odd joy.

"Now, the question remains; are any of you worthy to be in the number one Guild in all of Fiore?" Kurt asked, enticing the silent audience.

Suddenly, Erza stood up on a nearby crate and proudly proclaimed, "I am!"

Natsu joined in and confidently said, "Me too!"

"Me three!" Gray added.

"Me four!" Lucy said.

"Me five!" Happy said.

Soon, the entire Guild's mood transformed from melancholy to merriment, all of them inspired by Kurt's speech. Now they were no longer depressed, but rather hopeful as they were now celebrating. Through it all, Kurt never stopped smiling and neither did Erza. However, they were all unaware of Makarov silently watching the entire display and happily smiling with tears rolling down his eyes.

'That kid has the true spirit of Fairy Tail. He'll be an excellent candidate for the S-Class trials in December.' Makarov whispered.

**Lucy's Apartment 9:00 PM**

After the night had come, Lucy was walking down a street that ran across a canal that went through Magnolia. She was pulling her suitcases behind her. Her faithful Celestial Spirit Plue, was in front of her. The celestial wizard was thinking about the damage done to the Guild by Phantom Lord, regardless of Kurt's speech.

"Well, this is some mess we're in Plue, isn't it?" Lucy asked.

"Huh?" the little spirit said.

"I didn't know that Phantom Lord and Fairy Tail had such a rivalry between them." Lucy noted.

"Uh-huh." Plue remarked before he started dancing around her, a large smile on his face.

"Honestly," Lucy admitted, "I thought about joining them before I met up with Natsu. They have a reputation that's just as crazy as Fairy Tail's." the blond wizard paused, and then smiled. But I love our Guild, and I don't regret my decision at all."

"Fairy Tail's kind of like my family." Lucy confessed as she opened the door to her apartment.

As soon as she entered, her eyes bulged open. Sitting at her dinner table, eating a large cooked fish, was Erza, Gray, and Kurt. Erza was at the front while Gray and Kurt were on each of the sides. Natsu and Happy were on the floor, the latter eating a fish of his own.

Kurt had taken off his black leather jacket and hung it on the coatrack in the corner of the room. He also removed his Glamour Ring and kept it in his left pocket of his gray jeans. Erza wore a white shirt with a blue skirt. Gray was wearing a white buttoned-up shirt and a pair of black pants. Natsu was in his regular wardrobe.

"Very nice place you have here." Erza admired.

"**YOU CAME IN WITHOUT ASKING FIRST?!**" the blond then threw her suitcase at Natsu, which Kurt winced at. "**WHY ARE YOU HERE?!**"

"Since the Guild has been attacked," Erza answered calmly, holding a cup of tea, "we can assume that there are still members of Phantom Lord in town."

"They probably figured out where everyone in Fairy Tail lives by now." Gray added.

Lucy flinched. "Where we live?!" she screeched.

"Mira said it would be safer if we grouped together." Gray clarified. "You know…strength in numbers."

"I guess you're right." Lucy admitted.

"That's why everyone in Fairy Tail is having a sleepover tonight!" Happy exclaimed.

"You are an attractive teenage girl after all." Erza explained. "I wasn't entirely comfortable with you being alone with Kurt, Natsu, and Gray. I felt like I could only relax if I stayed here as well."

Kurt looked at Erza and crossed his arms over his chest. "You do remember…that _**you**_ convinced me to come here while Azure and I were okay with guarding the Guild Hall." Kurt frowned.

"It's not time to relax!" Natsu angrily inputted.

"Wait, where is Azure?" Lucy asked.

"Your apartment doesn't allow pets like Azure, so I left her with Levy. She'll be fine with them." Kurt explained.

"Hang on, so it was already decided that these three would stay with me?" Lucy inquired.

"Only Natsu and Gray." Erza corrected. "As Kurt mentioned, I convinced him to come along. After all, we are a team and we must stick together."

"But why'd they have to come to _**my**_ place?" Lucy demanded.

"Whoa!" Happy said, going through a basket of laundry. "You sure have a lot of dirty clothes."

"Hey!" Lucy shouted. "You better get out of my stuff or you're dead meat!"

As Happy went through Lucy's laundry, Plue had picked up a pink lollipop off the ground and started to lick it. This quickly caught Natsu's attention.

"Hey Plue," Natsu yelled, "Did you find something to eat? Oh come on, don't be hogging it all!"

"Ooh, look Erza, I found some frilly panties you might like." Happy offered playfully, holding up a pair of pink panties.

Erza took them and examined them with wide eyes and a bit of sweat dripped down her face. "I can't believe you'd actually wear something like this, Lucy." She chimed.

Plue soon found a box of sweets, which he and Natsu began to consume happily.

"I'm going to catch some shuteye," Gray said, lying on Lucy's bed, "so, could you please keep it down."

"That's not even your bed, Gray, and by the way, where are your clothes?" Kurt laughed, leaning back in his chair by the table. The ice wizard panicked when he realized that he was in his boxers.

"You guys are taking this 'make yourselves at home' deal a little too far." Lucy moaned.

"We have a serious problem here." Erza glanced back, looking at the three teenage boys. "You boys' hygiene. I refuse to sleep in a room that reeks of sweat."

"Well, you have a point there. One of the drawbacks of having fur all over your body is that it makes you sweat more." Kurt admitted.

"Aye sir! I feel your pain." Happy agreed.

"I don't want to take a bath right now." Natsu protested.

"But I already got into bed." Gray whined.

Erza brought the three together. Natsu and Gray stood on the outside while Kurt was in the middle. She stood behind them with her hands on Natsu and Gray's outer shoulders.

"Come on, boys," Erza urged. "Do we have to take baths together like we did when we were kids?"

Kurt's eyes widened at this accusation. '_Say what?!_' he shouted inwardly.

Erza then looked to Kurt coyly. "As for you, Kurt, you may join us if you like."

Kurt tuned to her flustered, his expression depicting shock. "Huh?! What?! I'm Catholic!"

"What kind of relationship do you guys have?!" Lucy shrieked, equally as shocked as Kurt.

"Erza's strongest team!" Happy noted.

"More like strangest team!" Lucy countered.

**Lucy's Apartment 10:05 PM**

After a little over an hour, Lucy and Erza had finished with their baths. Kurt, Gray, and Natsu were still a bit reluctant to go, the latter more. The former could not help but blush when Erza came out with a just a pink towel covering her curvaceous form, light reflecting off her wet body. Thankfully, in Kurt's case, she did not see him blush, but what really caught his eye was when she Re-Quipped into a pink set of pajamas with purple crosses over it.

'_I wonder if she re-quips her underwear too._' Kurt mused.

Later, Natsu was sleeping with his head down onto the table while Kurt and Lucy sat around him. Gray, meanwhile, was sitting at Lucy's desk while Erza took a seat at Lucy's bed in front of the table. Excluding Natsu, the group was discussing an obvious topic, Phantom Lord.

"Do you have any idea why Phantom attacked us out of the blue?" Lucy asked.

"I'm afraid not." Erza replied. "We have had our fair share of fights with them in the past, but never on anything of this sort of scale before."

"If Gramps wasn't so scared, we could wipe out those punks once and for all." Natsu grumbled.

Kurt looked back at the Dragon Slayer, and cocked a friendly brow. "Since when were you awake?"

"Come on Natsu, you know that Master Makarov isn't afraid of them." Gray reprimanded lightly. "You seem to be forgetting that he's one of the Ten Wizard Saints."

"I didn't give you permission to read that!" Lucy shouted at Gray, who was holding a stack of paper in his hands. She quickly snatched it from him and held it close to her.

"You can't just snatch it out of my hand without at least telling me what happens next." Gray complained.

"Yes, I can." Lucy stated. "I promised Levy that she'd be the first to read it, so you're going to have to wait."

Unexpectedly, Erza held out her hand, expecting Lucy to give it to her. "You're not getting it either!"

Kurt lightly chuckled. "Okay, as funny as this is, there's something I've been meaning to ask. What exactly are these Ten Wizard Saints?"

"It's an honor bestowed from the Magic Council." Erza answered. "It's an extremely coveted title shared by the ten most powerful wizards on the continent."

"Unglaublich." Kurt said in his native tongue.

"What….really?" Lucy stuttered.

"Phantom Lord's Guild Master Jose is one of them too." Happy added.

'_That's true._' Erza thought, her mind drifting back to a certain blue haired wizard. '_And so is he._'

Natsu slammed his palm onto the table, nearly breaking it. "He's afraid! He's scared that Phantom Lord has too many members for us to handle!"

"Could you please use your indoor voice?" Lucy suggested weakly.

"That's not true and you know it." Gray countered sternly. "It's like what master and Mira said before. The consequences of us going to war with Phantom are nowhere near worth the fight. The order of the magical world is at stake here."

"But I don't understand. Are they really that strong?" Lucy asked.

Natsu grinned confidently. "They don't have anything on us. We can take those clowns."

Erza stood up from the bed. "No. If we were to engage them in battle…neither Guild would survive. Their strength equals ours." She continued. "Phantom Lord's Master Jose is also one of the Ten Wizard Saints, which means he's on par with Makarov. They also have an elite group of wizards similar to our S-Class, known as the Element 4. But the strongest out of all of them is Black Steel Gajeel, the Iron Dragon Slayer, who I believe was responsible for the destruction of the Guild Hall."

"Hang on," Kurt said, "he's a Dragon Slayer too? I thought that Natsu was the only one."

"Yeah, so did me." Lucy added. "So, if he's the Iron Dragon Slayer, does that mean he eats iron?"

"Well, doctors say you need a lot of iron in your diet." Kurt quipped.

**Phantom Lord Guild Hall 12:00 AM**

The main hall of the Phantom Lord Guild was a dark, large stone walled room with tales aligned everywhere. The torches mounted on the walls were the only source of light in the main hall. Sitting alone at a table was a young muscular man with long, spiky black hair. He wore a scruffy, black, sleeveless tunic with silver studded edges, a pair of beige pants, and studded black boots. On his right shoulder was a black wing-like ornament jutting upwards. This was Gajeel Redfox, the Iron Dragon Slayer.

A variety of iron materials such as pots and pans covered the table he was sitting at. Gajeel was chowing down, true to his status as a Dragon Slayer, on the actual metal items sprawled across the table.

"Hey Gajeel, I heard you made a mess out of the Fairy Tail Guild Hall." A Phantom wizard said, then began to laugh loudly.

Gajeel stopped eating and growled. He swiftly turned to face the wizard. Shockingly, Gajeel's arm transformed into a black iron pillar and extended out, slamming into the wizard's face and sending him flying. The other Phantom Lord wizards who witnessed this all began to laugh loudly.

"How many times do I have to tell yah?" Gajeel growled as his arm reverted from an iron pillar back to normal. "I don't like to be bothered when I'm eating! And besides," he stopped as he stood up on his table, glaring at his entire Guild mates, "those Fairy Tail clowns have nothing on us. We are much more powerful than they could ever hope to be." His Guild mates simply yelled in agreement.

"The die has been cast." A voice said. Everyone looked up to see a tall figure standing by the railing of the second floor, his form shrouded in darkness. This was the Guild Master, Jose. "I compliment your excellent work Gajeel, you did a very thorough job destroying their Guild Hall."

"So what? I knew I could do better." Gajeel jeered. "So, I decided to leave them a little something extra. A present; one that is sure to get the panties of that Guild in a knot. The dog was a beast, but no one can take Black Steel Gajeel down." Gajeel said, as he was visibly nursing the several bites and scratches he received from the dog.

"Very good, my boy," Jose praised. "Be sure to not bring any harm to you-know-who, if you please?"

Gajeel only grinned wickedly.

**Magnolia 8:30 AM**

The next day, Team Xavier, minus Azure, was preparing to head towards the repaired Guild Hall, until they spotted a disturbance at Southgate Park. They approached a large crowd, composed of a big sum of their Guild mates and the town citizens, gathering at a large tree at the center of the park.

They had concerned and horrified looks on their faces. When they spotted the commotion, Kurt and the others gasped in horror. Hanging from the trunk of the tree was Levy, Droy, and Jet. All three of them looked severely beaten up. Iron clamps were keeping them pinned to the tree trunk, and painted on the tree was the Phantom Guild mark. However, Kurt was looking at another in concern.

At the absolute bottom of the tree was a beaten and bloody Azure. Her legs were twisted in excruciating angles, her mouth was dripping blood, her left eye was missing, and a Phantom Lord mark was painted on her blue underbelly; overshadowing her orange Fairy Tail mark. However, she was still very much alive, much to Kurt's relief as he heard her labored breathing.

"**LEVY! AZURE!**" Lucy cried out.

Natsu clenched his fists, his eyes burning with anger. Not only did Phantom attack his Guild mates, they also critically injured a member of his team. Kurt was feeling a similar sense of fury that only escalated as he gazed at the mangled body of his beloved dog. He wanted to keep his emotions in check, but like Natsu, he could not. The blue mutant did not even know these Phantom Lord jerks, but they hurt his friends and his dog and placed them where everyone in Magnolia could see them, like trophies.

'_God would show mercy, but these bastards hurt my dog! They have gone too far! Nobody hurts my friends or my dog and gets away with it!_' Kurt thought, clenching his own fists to the point of drawing blood, much to his discomfort. However, this was overshadowed by his concern for his friends and Azure.

The crowd grew silent and cleared a path for Master Makarov. Instead of his usual orange and blue jester attire, he wearing a pair on black pants and a white coat with the Ten Wizard Saint symbol on the back; though he still held his familiar cane in his hand.

"I can take our headquarters being reduced to rubble," Makarov hissed, "but I will not allow harm to come to my children without **TAKING REVENGE!**" His grip tightened until it promptly crushed his cane's shaft.

Suddenly, golden light began to shine from beneath the old man. Kurt took a step back. He had never seen Makarov like this, and he could feel a scary amount of power radiating off him.

With an enraged scowl on his face, Makarov yelled, "We have no choice but to go to war!"

**Oak Town 12:00 PM**

Oak Town, located in the Northeastern sector of Fiore, was home to the Phantom Lord Guild. The Guild Hall itself was a large, stone castle-like building that towered above all other structures in the town. The members of Phantom Lord were all lounging around, drinking beer, talking, and laughing.

The biggest conversation topic today was Gajeel defeating three members of Fairy Tail and their apparent battle pet singlehandedly and hanging them up on a tree in a city park for everyone to see; the pet was left at the bottom of the tree like the dog it was. Three wizards were wandering towards the main doors with smug smirks on their faces.

"Wow," one said, "we should pick off a few Fairies ourselves."

"Yeah, but Gajeel should've been a little nicer to the dog." The second one said.

"How do you figure?" the third one asked.

"He should have had some more fun with the filthy bitch. Leaving it begging for death like that is just plain cruel." The second one said before he burst out into laughter.

As they approached the exit, a dark torrent blasted the front doors off their hinges, sending the three wizards careening back. The Phantoms quickly turned their gaze to the main doors, and as the smoke cleared, standing in the doorway was a thoroughly pissed off Kurt Wagner, surrounded in a dark aura, without his Glamour Ring.

Standing behind him was Natsu, Erza, Gray, and the rest of the Fairy Tail Guild. Lucy was absent, offering to stay behind to watch over Team Shadow Gear and Azure back at the Magnolia Hospital, which willing accepted Azure for treatment after some 'persuasion' by Kurt when he removed his Glamour Ring. Despite him 'persuading' them to find a veterinarian, before leaving, Kurt learned from the vet that Azure would make a full recovery, much to his relief. This did not mean that he was going to go easy on these jerks.

"Fairy Tail has come calling!" Makarov declared.

A few members of Phantom Lord were cowering in fear of Kurt's appearance and apparent power. A few braves ones tried to stand their ground and attacked, only for a wall of shadows to appear and send them careening back to the farthest edge of their Guild Hall.

"Okay, which one of you is the one who badmouthed my dog?" Kurt roared.

The Phantom wizards quickly got over their fear of Kurt and charged head on at Fairy Tail. Kurt and Natsu charged head first at the large pack of enemy wizards, both lighting up their fists with their respective element and punching the living daylights out of their opponents.

Meanwhile, Macao held out his hand and chanted "**Fish Net!**" Without warning, several bluish-purple tendrils of energy manifested out from a purple magic circle in his hand and wrapped up several Phantom wizards, suspending them in the air.

Macao turned to Wakaba behind him, "Now Wakaba!"

The green shirted man smirked. "On it! Here comes, **Smoke Punch!**" Suddenly, multiple ink magic fists fired out of Wakaba's pipe and punched the Phantom wizards trapped in Macao's net.

As various members of Fairy Tail and Phantom Lord battled, Kurt was in the middle. A random member had used a bench as a springboard to leap at Kurt; however, the blue mutant saw this coming. He merely teleported behind the member and swatted him away like a fly with his tail, smugly smiling.

A few more charged Kurt from the side, but he easily summoned balls of his shadow magic and fired a dark torrent at them. He received the same results from the last wizard, only they were trembling in fear of him.

Kurt had a toothy grin on his face. These Phantom creeps had nothing on him, and from the way the battle was turning out, on his Guild mates either. However, before Kurt could continue the onslaught, a group of a dozen Phantom wizards had surrounded him.

The blue mutant looked around him, a scowl etched on his demonic face. "Come on you bastards!" Kurt challenged. "If you don't mind walking with a limp for the rest of your life, come and get me!"

"Kill the demon!" a Phantom wizard shouted.

Half of the group in front of Kurt leaped at him, magic circles forming in their hands. Kurt did not know what type of magic they possessed, which meant that he was not going to take any chances. Although he did not have his magic for very long, he learned a very powerful trick he had up his sleeve.

"**Shadow Cyclone!**" Kurt yelled as a dark blue magic seal appeared in both of hands. A dark torrent of shadows consumed his upper limbs and shot outwards at the members of Phantom Lord. The cyclone hit the six wizards and they fell into unconsciousness.

Despite the power Kurt was demonstrating, the other half of the group engaged him. One was lifting a sword to strike him, only for Kurt to teleport behind him and he swiftly backhanded him to the ground. Suddenly, a wizard managed to sneak up behind Kurt and attempted to drive his magic hammer into his skull, only for Kurt to teleport at the last minute.

The man who tried to attack Kurt stuttered. "W-w-what kind of demon are you?!"

Kurt smirked before replying, "I'm not a demon." He then swatted him away with his prehensile tail, flying backwards until he crashed into another group of Phantom wizards. "I'm a mutant!"

In the midst of the fighting, Makarov stood casually with his arms crossed and his eyes shut. A large mass of Phantom wizards, who surrounded him, all charged at once. Makarov opened his eyes, a bright golden light shining out of them. All of a sudden, the ground began to shake as Makarov's body increased to a height of sixty feet.

He slammed his palm on the stone floor, trapping a few members of Phantom Lord underneath. They all stared up in fear and awe.

"He's a monster!" a Phantom wizard said fearfully.

"What do you expect?! He let a demon into his Guild!" another one added.

"**AND YOU WOULD DARE HURT THIS MONSTER'S CHILDREN!**" Makarov bellowed; golden light illuminating his body. "**WERE YOU REALLY FOOLISH ENOUGH TO BELIEVE THE COUNCIL'S LAWS WOULD PROTECT YOU FROM MY RAGE?!**"

The members of Phantom Lord all paused, expressions of shock and awe plastered on their faces. The power shown in Master Makarov and the members of Fairy Tail amazed them.

"He's pretty strong." One remarked.

"Yeah, and his members are pretty strong too." Another added.

"I take back what I said about that demon's dog." The one from before added fearfully.

As Fairy Tail continued their onslaught on Phantom Lord, the super-grown Master Makarov glanced around. "**JOSE, SHOW YOURSELF!**"

Erza, who was in her normal Heart Kreuz outfit, slashing two swords away at her opponents, Re-quipped into her Flame Empress armor. Erza cried out as she leapt into the air, slashing her flaming sword at a group of Phantom wizards. The attack sent them sprawling back, charred and defeated.

"**TELL ME!**" the mighty Titania yelled. "Where can I find Gajeel and the Element 4?!"

Meanwhile, Gajeel stood atop one of the many timber rafters on the ceiling; smirking at the scene. He had to admit, he was impressed by how much power Fairy Tail was showing, beating up his Guild mates as if they were nothing. His eye was especially caught by Master Makarov, Erza, and Kurt. He did not know what exactly Kurt was, but he knew that the dog he beat up belonged to Kurt.

"Ah, the legend herself, Titania Erza," Gajeel said. "I guess Laxus and Mystogan are too scared to play, or do they not care? Either way, Master Jose knew how this was going to go down." He paused and grinned, glaring specifically at Kurt. "Whatever he is, he's going to pay for having that worthless mutt of his injure me."

As the battle waged on below, Natsu consumed the fire that the Phantom mages shot at him, which stunned them. The pink haired wizard burped as a hungry grin spread on his face. "Oh yeah, now I got a fire in my belly!"

"No way! He ate fire?!" a Phantom mage cried.

"You don't think he's one of _**those**_?" another fearfully asked.

Natsu slammed his fists together, a reddish-orange circle appearing in front of them. "I'm going to blow you away! **Fire Dragon Roar!**" He put both hands over his mouth like a trumpeter, a huge torrent of flames bursting out. The fire sent the group flying back with burns.

Gray, who was shirtless, stood in the center of a big pack of Phantom mages. The mages all charged at the raven-haired teen, but Gray remained calm. He put his fist on top of his palm and held them out. "**Ice Make, Lance!**"

Without warning, a barrage of icy lances shot out from the magic circle in front of Gray. The lances sent the wizards sprawling back uncontrollably.

Erza had Re-Quipped into her Black Wing Armor. It was black with a silver trimming and silver crosses in several places. She had a silver-edged breastplate and plates flanking her hips that reached down to her waist-guard and two wings that had black metal "arms" acting as the wings' leading structure. She had a long, red ponytail.

As she flew through the air, she slashed her silver blade at her enemies and threw them around with ease.

Eventually, Natsu and Gray were back-to-back, their hands covered with their respective magical element.

"You're not doing so badly for a snowman." Natsu quipped.

"I could say the same for you, pyro." Gray replied.

Across the room, Kurt was beginning to feel overwhelmed. He managed to take care of the first wave of Phantom Lord's wizards with ease. Now, it seemed that most of the remaining members had turned their sights on Kurt. He guessed that they were trying to overwhelm him with numbers or they were just stupid…maybe both.

A Phantom wizard held up a rod and fired a lightning bolt at him. The exhaustion Kurt was experiencing made him too weak to teleport out of harm's way. The lightning bolt struck his abdomen, scorching the area around it. He grunted in slight pain as he fell to his hands and knees, utterly fatigued.

"The demon's injured! Take him down!" Kurt's attacker ordered.

"Yeah, he might be a demon, but there's no way he can take us all at once!" another shouted.

Taking their chance, a squad of at least two dozen Phantoms all ganged up on Kurt simultaneously. Kurt lifted his head up and could only watch as the group dog piled on top of him. While the large group piled on top of Kurt, ten other Phantom wizards surrounded the pile. They all had either swords, axes, or magic.

"He's not so tough after all. Serves the demon bastard right." A wizard commented smugly.

Erza, who was still flying in the air in her Black Wing Armor, witnessed Kurt being overwhelmed. "Kurt, hang on!" Erza yelled, taking off toward the large pile with her sword reared back.

Before she got there though, an ominous black aura flashed through the open spaces of the pile of wizards. All of a sudden, a massive surge of black energy erupted from underneath the pile and sent them flying in every direction, including the ten wizards who were surrounding the pile. However, it was accompanied by Kurt saying, "**Shadow Explosion!**" Erza made sure to dodge the injured wizards flying past her.

As the dark smoke cleared, standing there was Kurt surrounded by a dark energy. Ordinarily, most Shadow Magic users' auras would be corrupted and evil, but Erza felt calm in Kurt's presence. While his magic was fueled by rage for the moment, it was because it was for Azure and Team Shadow Gear that he stayed in control. The aura soon died down and Kurt gave Erza a warm smile that made Erza blush for some reason.

"This is getting exciting, huh Erza?" Kurt warmly said.

"Uh, yeah." Erza nervously said, still blushing.

"Um, Erza, why are you blushing?" Kurt asked, confused.

Erza soon composed herself comically and cleared her throat. "I wasn't blushing. You're just imagining things."

"Whatever you say, meine Liebe." Kurt teasingly said, knowing that Erza could not understand German.

"What the hell does that mean?!" Erza asked frantically, blushing once more.

The duo refocused on their surroundings as another pack of Phantoms was forming a tight circle around them. Kurt and Erza were now back-to-back, the former summoning his Shadow Magic in both of his hands.

"Well," Kurt said, "why don't you show me what this new armor can do?"

Erza smirked. "With pleasure!"

The members of Phantom Lord yelled as they all jumped at the duo. Erza flew into the air and delivered a powerful slash from her silver blade, sending her attackers careening back. Kurt extended his arms, clenched his fists, and said, "Enjoy my **Shadow Gauntlets!**" Suddenly, a pair of large fists that emerged from Kurt's dark blue magic seals appeared in his hands and launched at his opponents. They cried out in pain from the Shadow Magic and crashed in random places around the trashed Guild Hall.

Erza landed by Kurt's left side, smiling. "Is that powerful enough?" she teased.

Kurt only smirked in response, but he had a light blush on his cheeks, which Erza could not see clearly on his furry body.

The two ran over to their other Guild members, stepping over the unconscious members of Phantom Lord on the way. Some of the Fairy Tail mages, like Natsu, were taken back when they witnessed Kurt's Shadow Magic.

"Whoa," Natsu breathed, "you are really getting the hang of being a wizard Kurt! What do you say we have a match when this is all over?"

"Maybe, Natsu, and thanks." Kurt's expression grew serious as he turned his gaze back to the fight. "But, there's still a lot of these Phantom creeps to clobber. After Natsu, I get a crack on Gajeel for hurting my dog and Team Shadow Gear."

It was true. While they had subdued a large faction of Phantom Lord, there were still plenty left standing. They were trembling in Fairy Tail's might, but they were more afraid of Kurt, especially when they witnessed how proficient he was with his Shadow Magic. Regardless, they still surrounded them and were ready to engage, even though they looked ready to wet themselves. The Fairy Tail Guild stood together and prepared to continue the fight.

"We've got them right where we want them though." Wakaba said.

"Erza," the red haired beauty looked up the stairs that led to the second floor to see Makarov. He had reverted to his normal size, but that did not diminish his strength at all. "I'll leave the rabble to you and the others."

"Yes, sir." Erza acknowledged.

Makarov walked leisurely, but with a menacing aura casting off him. "Jose must be on the top floor." He growled. "When I find him, there will be hell to pay."

Erza watched as Makarov disappeared from view, "Please be careful." She prayed.

Kurt heard what she said and turned to her. "Will he be alright?"

Erza turned to Kurt. "Jose is strong, but I'm sure that Makarov will be fine."

Kurt glanced back up the stairs. He knew that Makarov was more than capable to take care of himself, despite his size. Regardless, Kurt was getting an uneasy feeling now.

'_Why do I get the feeling that something bad is about to happen?_' Kurt thought.

Makarov walked up to a wall and without even touching it, the stone shattered into nothing. On the rafters above, Gajeel sneered as Makarov proceeded into the giant hole in the wall.

"Now that their dwarf of a master is out of the way," Gajeel mused, "it's time I throw myself into the mix."

The Iron Dragon Slayer then jumped off the wooden rafters, descending to the floor below. A hungry, sadistic grin on his face.

'_Let's see if you have what it takes to come after me, blue boy_' Gajeel thought.

**AN: Well, I hope you enjoyed the beginning of the Phantom Lord arc. Now, for those of you people who are against cruelty to animals, I agree with you, but I needed to give Kurt a drive for him to go after Phantom Lord on a more personal level. In addition, having Azure in the fight would have made it too OP. **

**Speaking of, Kurt's Shadow Magic. Yes, as I mentioned before, his Shadow Magic can do things that other Shadow Magic users cannot, so I gave him the power to create Shadow constructs. Do not worry; Shadow Explosion is not his most powerful spell trust me.**

**Now, as for Kurt's disguise, I needed him to be able to walk freely around Earth-Land and so that he would not scare anyone else in the Guild with his appearance. However, he will always take the Glamour Ring off when he is among friends and/or in a safe place. In addition, I gave him the limitation of his Glamour Ring so he would not become too OP. I figured it would not affect his mutant abilities, but it would affect his magic.**

**Also, I made Kurt give that speech because it just seemed fitting for his personality. FYI: the offer for original artwork still stands, just PM me.**

**So, rate and review and I will be back with the next chapter as soon as I can. Seriously, I need more feedback****. In addition, the German translations in order are, this looks bad, thank God, incredible, and my love. **

**Next time- Ch 10: Phantom Lord Part 2**


	10. Chapter 10

**AN: Wow, I have to say, thank you so much for all the new reviews, favorites, and follows I have gotten on this story. Getting a little over the halfway mark of 100 reviews is incredible. I hope that this new chapter brings in more of them. **

**Now, the adventure continues!**

X-Tail

Ch 10: Phantom Lord

Part 2

_**Previously on X-Tail…**_

_Makarov walked leisurely, but with a menacing aura casting off him. "Jose must be on the top floor." He growled. "When I find him, there will be hell to pay." _

_Erza watched as Makarov disappeared from view, "Please be careful." She prayed. _

_Kurt heard what she said and turned to her. "Will he be alright?" _

_Erza turned to Kurt. "Jose is strong, but I'm sure that Makarov will be fine." _

_Kurt glanced back up the stairs. He knew that Makarov was more than capable to take care of himself, despite his size. Regardless, Kurt was getting an uneasy feeling now._

'_Why do I get the feeling that something bad is about to happen?' Kurt thought. _

_Makarov walked up to a wall and without even touching it, the stone shattered into nothing. On the rafters above, Gajeel sneered as Makarov proceeded into the giant hole in the wall. _

"_Now that their dwarf of a master is out of the way," Gajeel mused, "it's time I throw myself into the mix."_

_The Iron Dragon Slayer then jumped off the wooden rafters, descending to the floor below. A hungry, sadistic grin on his face. _

'_Let's see if you have what it takes to come after me, blue boy' Gajeel thought. _

**Phantom Lord Guild Hall 12:30 PM**

Kurt had been through his share of fights as a member of the X-Men. While he had not been a member for long, he had to admit that this fight was unlike anything he had ever encountered before. It appeared that everything was in Fairy Tail's favor, but Kurt could not help but feel like something bad was going to happen. As an X-Man, he was taught that if things seem to be going your way, it means you are about to lose. Nevertheless, like the rest of his new friends, he continued his onslaught against Phantom.

Kurt summoned balls of his Shadow Magic and launched them at the Phantom Lord members. The **Shadow Blasts**, as Kurt called them, sent the mages flying in all directions. Kurt was feeling exhilarated by the fighting, almost like a second instinct for some reason.

"Yeah!" Natsu yelled as he fist-pumped his flame-covered hand in the air. "These guys got nothing on us!"

Suddenly, a crash got everyone's attention. The guild members from both sides stopped fighting and looked up at the large Phantom Lord sign in the room. Standing on the top was a young man with spiky black hair, a black and silver vest, and had iron studs over his body.

A few conscious members mumbled in fear from the presence of the stranger whist Erza's eyes narrowed from recognition.

Gray looked at Natsu, and glared. "You were saying?"

"It's the Iron Dragon Slayer, Black Steel Gajeel," Erza muttered.

"So, that's the guy who trashed our Guild Hall and put our friends in the hospital, including my dog?" Kurt said, noticing Gajeel's appearance. He closely resembled a heavy metal musician in Kurt's opinion, but all of that metal reminded him of Colossus, one of the mutants the X-Men encountered before they met him. "He definitely fits the bill if he's got that nickname."

Suddenly, Nab, a tan skinned man wearing a black vest and a necklace of skulls, jumped into view behind Gajeel. "You attacked Levy! AHH!"

Before Nab could get his shot in, Gajeel transformed his right arm into a large, iron pillar and swiftly slammed it into Nab's torso. Gajeel's iron club arm kept stretching out until it smashed across the floor, forming a trench and knocking back his own guild mate in the process.

"What the?!" Gray said, visibly shocked by what he just saw. "He just knocked back his own guild mate with that attack!"

"What do you expect from someone who'd attack a puppy dog?" Kurt said, equally shocked by Gajeel's actions.

Gajeel jumped from the billboard and landed safely on his feet, much to Kurt's shock that he was so agile, despite being the Iron Dragon Slayer. He chuckled as his iron club hand returned to normal. "Show me what you and your Guild what you got, blue boy! Unless, you scum are too scared to face the strongest Dragon Slayer alive."

Gajeel's taunts infuriated Elfman. "Too scared?!" He lunged straight at Gajeel with his beast-like arm. "Real men have no fear!"

An amethyst magic circle appeared in front of Elfman as his beast arm transformed into a bulky, stone-covered one. His stone fist connected with Gajeel's shoulder, but he did not even flinch from the impact.

"You're Elfman, right?" Gajeel said. He then shifted his other arm into an iron pillar and extended it towards Elfman.

The large, white haired man was quick to dodge the attack though. As Gajeel's arm returned to normal, he then kicked his leg out, which instantly changed into an iron club and stretched toward Elfman at high speeds. Amazingly, Elfman caught the pillar with his still armored hand.

"Ah, not bad big guy." Gajeel praised.

"Well, that's because I'm a real man." Elfman stated.

"Yeah," Gajeel smirked, "well then, let's see how a _**real**_ man handles this!"

Suddenly, a few lumps grew from Gajeel's leg. They quickly stretched out into smaller pillars and smacked into random members of Phantom Lord nearby who were spectating.

'_Figures,_' Kurt thought to himself, feeling his own anger rise. '_This bastard will attack anyone, man, woman, or animal. He deserves no quarter._'

"They're Phantom! You attacked your own men?!" Elfman shouted as he looked at the Phantom Lord members being knocked back by Gajeel's created pillars.

"Because I knew it would distract you!" Gajeel explained. His right arm shifted into a club and slammed into Elfman's face, driving him back.

Natsu jumped into view and used Elfman as a springboard to launch himself at Gajeel. He dodged another iron club that Black Steel attempted to strike him with. The fire wizard lit up his hands with fire and delivered a wicked right hook into Gajeel's face, much to Kurt's joy. The blow sent Gajeel flying back and crashing through the bar area.

"Whoa," a scared Phantom mage said, "he sent him flying."

"No one's ever done that before." Another added fearfully.

With a small groan, Gajeel steadily lifted himself out from the wreckage of the ruined bar countertop, glaring at the pink haired mage who had punched him.

"Allow me to introduce myself," Natsu said with his fists still coated in flames. "I'm Fairy Tail's Fire Dragon Slayer."

A wicked grin grew across Gajeel's face.

"Elfman, leave this guy to me." Natsu demanded.

"Aw, come on!" Elfman complained. "First, you used me as a springboard and now you're stealing my man-to-man fight?"

Gajeel jumped forward and shouted, "**Iron Dragon Club!**"

Gajeel's arm changed into a large, steel colored pillar and extended toward Natsu. Natsu managed to catch the club, but he dropped back a few meters in the process.

"Natsu!" Erza yelled. She and Kurt both took a step forward, worried for their friend and ready to tag in, if necessary. Although, Kurt was more adamant towards the latter option.

However, Natsu came to a stop as his feet found a grip on the stone floor. The fire mage's fingers were now smoking as his hold on Gajeel's transformed arm tightened.

"You destroyed our Guild Hall and then you attacked Levy's team, not to mention my friend's dog, who is a member of my team!" Natsu snarled. He lifted up his head and glared at his opponent. His hands ignited in flames as his anger escalated. "I'm going to make you pay!"

Natsu tossed Gajeel upward. The iron mage, however, used one of the rafters as a springboard to launch himself back at Natsu. Nevertheless, the Fire Dragon Slayer expected this as he reared back and connected his flaming fist with Gajeel's face sending him crashing through a wall.

"Oh boy," Kurt commented, "he's fired up now."

"Yeah, I'd hate to be that other guy." Macao added.

Elfman huffed.

"He's quite a wizard." Erza said proudly.

"Alright, fine," Elfman admitted. "You're manlier than I thought. I'll let you have this one, but you've got to promise me that…"

"Too bad," Natsu interrupted, turning around as he placed a hand on his right bicep. He knew that Elfman was about to say to leave some for him. "I'm going to beat him to a pulp!"

"Do it for Azure, Natsu!" Kurt cheered. Natsu seemed to ignore it at first, only to give Kurt a thumbs-up and a smile.

The sounds of shifting rocks grabbed their attention again. They turned to the pile of rubble by the wall Gajeel had crashed into. A fist broke out and stone fragments were moved aside as Gajeel stood back up. He appeared to be unscathed.

"Nice try," the iron mage mocked, "but I'm still standing."

"You won't be for much longer though!" Natsu retorted.

"Oh, yeah!' Gajeel grinned widely.

Suddenly, Gajeel rushed forward at blinding speeds. Natsu was caught off-guard by his opponent's iron-clubbed leg slamming into him. The pink haired mage was thrown back across was thrown back across the floor, forming a trench and throwing up rocks and dirt.

"That hurt." Gray remarked.

"That is pretty crazy." Loke noted.

Kurt cocked a brow as he looked at Loke strangely. "Are you sure you guys aren't mutants?"

"Oh, what's the matter?" Gajeel teased. "You can dish it out, but you can't take it?"

Instantly, stones and cracked wooden boards went flying from the trench as fire blazed upward. Natsu jumped out and stood in front of the other Dragon Slayer; across his face, a hungry smile spread.

"It's going to take more than that to keep me down!" Natsu proclaimed.

The black haired mage grinned. "You honestly think you can beat me, you pyro?!" A light green magic circle appeared around his right fist.

"What do you mean think? I know I can!" Natsu countered as a fiery colored magic circle instantly appeared around his fist too.

"We'll see about that!" Gajeel yelled. He shifted his arm into a metal club and shot it toward Natsu.

The Fire Dragon Slayer easily caught it with his flaming hands, only to be driven back a couple of meters.

"Your steel beams can't even touch me." The metal pillar between Natsu's hands began to liquefy as his anger rose. "You better start stepping up your game!"

"The rumors are true." Gajeel said. "You're way more powerful than you look. "

The iron mage pulled back his club arm as it changed back to normal, a bit of smoke billowing off his skin. "Ha! That actually burns a little." Gajeel jeered. "Is that all you got, Salamander?"

"That was only my warm-up." Natsu scowled. "I'm just getting started. You haven't seen nothing yet, you metal freak!"

For an instant, the two Dragon Slayers stared down at each other. Fairy Tail and Phantom had all ceased fighting to watch this spectacle. A knife could cut the tension in the room.

Suddenly, the stone floor beneath both Dragon Slayers erupted as they lunged at one another. Natsu threw a right jab and then a left hook, but Gajeel blocked each attack and then punched Natsu in the face, specifically his left eye.

Natsu went sliding back, he growled in pain from the hit to his eye. "Man, this guy is tough." Natsu grumbled.

Natsu crouched low and jumped at Gajeel, intending to strike him again. Gajeel was ready as he shifted his arm into an iron club to block the blow; however, the force behind it sent the iron mage careening upward as he crashed through a couple of rafters.

"How do you like that, huh?!" Natsu yelled.

Gajeel grabbed onto a support beam and pierced the rafter with his spike heels as he did before. "Don't get too cocky! It will not happen again!"

The two continued to glare at each other, the anger between them was obvious. Natsu and Gajeel's fight captured the attention of both Guilds. Even Kurt found himself engrossed in the fight, more than ready to step in and get his own payback for what Gajeel did to Azure.

Gajeel made the first move as he shifted his arm into an iron pillar and stretched it toward Natsu. The fire mage was quick to dodge out of the way, letting Gajeel destroy the girder he was previously standing on. Natsu lit his feet on fire and blasted himself straight at the iron mage, his fist cocked back.

"**Fire Dragon Iron Fist!**" Natsu yelled.

Gajeel was too slow to jump out of the way, but he held up his iron clubbed arm and used it block the punch. However, the sheer force and strength behind it sent him hurtling downwards. A few Phantom mages jumped out of the way as Gajeel slammed into the floor, creating a shallow crater.

Natsu descended from the rafters and landed on his feet near the crater edge. A hazy dust cloud was billowing over the hole.

Natsu smirked brightly. "Had enough yet?!"

There was no response. Natsu, along with the others watching, were beginning to think Gajeel was down for the count. Kurt was the only one who did not believe it for a second.

'_There's no way someone as tough as that could be taken down so easily. Something's up.'_ Kurt thought to himself.

Suddenly, as if his suspicions were correct, a huge iron club shot out from the dust cloud and slammed into Natsu's gut with incredible force. The blow sent Natsu smacking hard into a wall, burying him under a pile of rocky rubble.

"Natsu!" Erza cried in concern.

Gajeel stepped out of the small crater, his arm reverting to normal; a grin of smugness was on his face.

"Anyone else want to give me a try?" Gajeel challenged.

Kurt clenched his blue, furry fists. After what he did to Team Shadow Gear, Azure, and now Natsu, he really had enough of this iron blowhard. The blue mutant rushed forward and stopped a few meters away from the onyx haired young man, his Shadow Magic surrounding him again.

"Challenge accepted, you Metallica poser!" Kurt yelled.

"What the hell did you call me?!" Gajeel said, referring to someone of a similar name.

Kurt held up both hands and a dark blue magic seal appeared in both of them. "Face the fury of my **Shadow Vortex!**"

An intense blast of Shadow Magic shot out from both of his hands and surrounded Gajeel in a seemingly invincible wall of shadows. Despite Gajeel pounding at it as hard as he could with his iron pillars, he did not make a single inch in progress.

It got worse when the vortex began to suck away the oxygen inside, forcing Gajeel on his knees, gasping for breath. Deciding he had enough of this, Kurt dissipated the Shadow Vortex, leaving Gajeel out of breath, but full of anger.

"I…know…you." Gajeel wheezed out before he smirked and regained his composure. "You're the demon that Fairy Tail enlisted, right?"

Kurt inwardly sighed. He was really getting annoyed with people calling him that. He understood it with the racists he had back in his universe, but for someone to call a devout Catholic a demon was like ice in his veins. He was not a demon; he was a mutant! Nevertheless, he did not have the time or necessity to tell everyone, especially his enemies that his appearance came from mutation, not magic.

In the end, much to his chagrin, Kurt decided to play along. "Yeah, what's the big deal?"

Gajeel growled in response. "You know that your kind is hated here. After Deliora and Lullaby, demons are not exactly accepted. I can't believe that Fairy Tail actually let a worthless piece of crap like you in their Guild."

"Oh, I'm sorry; was I or was I not the person who could have easily let you suffocate in that vortex? Besides, I still owe you for what you did to my friends and my dog." Kurt retorted.

"You mean that worthless mutt of yours? Please, you should have left that dog of yours in the alley where you found him. He barely provided a challenge." Gajeel mocked, not revealing how much that dog actually came close to killing him.

"Azure is a girl!" Kurt yelled.

"I'm done talking! **Iron Dragon Club!**" Gajeel roared.

Kurt managed to teleport away in a puff of blackish-blue smoke and reappeared behind Gajeel, much to his shock. Kurt then summoned a dark blue magic seal in his left hand and aimed it straight at Gajeel. "**Shadow Blast Volley!**"

Out of Kurt's hand came dozens of miniature Shadow Blasts, all of which hit their mark and sent Gajeel flying backwards into a wall. Gajeel managed to get up, although he was obviously struggling with that. He felt his face and found out that he had a nosebleed.

'_Blood? My warrior blood spilt by the hands of this, this monstrosity?! I cannot let this stand. __**I cannot allow this to stand!**_' Gajeel cried inwardly as he shot a murderous look at Kurt.

"You're going to die for that, Demon Boy! **Iron Dragon Club!**" Gajeel yelled, only for Kurt to reappear behind him once again.

"You don't learn from your mistakes, do you? That's something you and Natsu have in common." Kurt taunted as he instead knocked Gajeel back with a powerful flick of his prehensile tail.

This startling new development aroused the interest of the Fairy Tail and Phantom Lord wizards. A few Phantoms began to mutter in awe and fear.

"Wow! What kind of demon is this guy?" a random Phantom mage asked.

"I don't know. I think he's from some demon subspecies that he calls 'mutant' or something." Another one added, one of the mages Kurt fought earlier.

The Fairy Tail mages looked on in curiosity as to the proficiency of Kurt's magic, despite him only having it for a little over a week. Erza stared at Kurt quizzically, eager to see what other tricks he had up his sleeve. However, she had not noticed that she was visibly blushing from watching him fight or that her heart was racing, not out of excitement, but something else that she was not aware of; admiration.

"Whoa, what else can Kurt do?" Gray inquired, asking the question that was on everyone's minds.

Gajeel picked himself up from the floor, glaring at Kurt as his arm shifted back to normal. He was now visibly bleeding from his face and he had a sprained leg. "So, the demon can do some fancy Shadow Magic, big deal! That doesn't mean I'm not going to beat you to a pulp for what your filthy bitch did to me!"

With that said Gajeel rushed forward and leaped into the air, changing his right arm into a pillar once again and shooting at Kurt. Rather than dodge this time, Kurt merely stood still and actually waited for the pillar. Without hesitation, Kurt grabbed the pillar in mid-air and lifted it high over his head, smugly grinning at the angered Gajeel.

"Well, I gave Natsu his chance, you put up a fight, but we both know it's time to end this." Kurt said as he threw Gajeel up to one of the undamaged rafters, which he barely managed to land on safely.

"Fool! You just gave me the home-field advantage! I'm going to enjoy bashing your skull open from above!" Gajeel proclaimed as he fell down to attack Kurt, murder in his eyes. Without even looking, Kurt raised both of his hands above his head and summoned a dark blue magic seal that enveloped both of his hands.

"The nightmare is over Gajeel! This is for Team Shadow Gear, Natsu, but most importantly, Azure!" Kurt yelled as a dark aura began to charge out of his hands.

"What the hell are you doing?!" Gajeel yelled in something he had not felt for a long time; fear.

The aura around Kurt's hands soon took the form of a dome and shot upwards at the helpless Gajeel.

"**Shadow Dome Attack!**" Kurt yelled.

"**NO, NO, NOOOO!** " Gajeel yelled as he took the full force of that attack. He tried with all of his might, but the power behind the attack overwhelmed him. Gajeel fell right out of the air and painfully landed on the wooden floor, unconscious.

Kurt loomed over to ensure that Gajeel was really down for the count. Gajeel's body had several cuts and bruises over them and he was naked from the waist up, not even tatters of his clothes left. His eyes were open, but they were unresponsive. Kurt knew he was still alive because he heard his heartbeat right from where he was standing.

"I think I worked out all of my aggression." Kurt remarked.

A groan caught Kurt's attention. He looked to the side to see Natsu standing out of the stone debris, rubbing his torso area.

"You okay?" Kurt asked.

Natsu curtly nodded. "Fine."

The building began to shake violently, interrupting their conversation.

"Everything's shaking." Wakaba noted.

"I guess they're going at it." Loke said.

Kurt paused and looked up. Not wanting to draw any more attention now that Gajeel was out of the way, Kurt reached into his gray jeans and pulled out his Glamour Ring, slipping it on and transforming into his human disguise. "What's going on?" Kurt asked.

"This is what happens when Master Makarov gets angry." Cana replied.

"It's called Giant's Wrath." Macao explained.

"Nobody will be able to stop him now." Nab said confidently.

A few remaining wizards of Phantom Lord began shaking in fear.

"He's going to make the Guild Hall collapse!" a Phantom mage cried.

Kurt turned to the mage, and retorted, "Consider us even after what you losers did to our Guild Hall."

"When the master gets angry, the master's even manlier." Elfman commented.

Erza, who had Re-Quipped back into her Heart Kreuz armor, held up her magic sword and slashed it across the air. "Prepare to fight! We cannot lose as long as Master Makarov is with us!" Erza declared confidently.

Something fell from the ceiling and crashed into the floor, grabbing everyone's attention.

"What was that?" someone asked.

"It fell from the rafters."

When the dust cleared, everyone, including Kurt, gasped in shock and horror. Lying in a small crater in the floor was Makarov. His skin had turned into a sickly green as well as his eyes and his hair only a lighter shade.

"It's Gramps!" Natsu shouted.

"Ist er in Ordnung?" Kurt asked in his native tongue.

"Master!" Erza yelled in concern.

Kurt, Gray, Natsu, Erza, and Cana immediately came to Makarov's side. Erza picked him up in a cradling position.

"M-m-my-m-magic power…it's…" Makarov stuttered, struggling to form a sentence.

"Master," Erza softly said, "calm down."

"What happened to him?" Cana asked.

"I don't know." Gray said. "But I don't sense any magical energy coming from him at all."

"That's bad," Kurt turned to Gray, "right?"

"Gray," Elfman said in disbelief," are you saying that he's just an ordinary old man now?"

"No, that can't be!" Happy yelled, ready to break out into tears.

"Come on Gramps," Natsu encouraged, "you can pull through this."

Gajeel managed to regain consciousness while the Fairy Tail wizards tended to Makarov. He used the last of his strength to leap up into the rafters due to his injuries. He stuck his spiked heels in the wooden beam so he could stand upside down with his arms crossed; he had an angry look in his eye because he could not see where Kurt had run off.

'_Where the hell are you demon boy? If I ever see you again, I'm going to rip your throat out!_' Gajeel yelled inwardly as he scanned the room.

"I don't understand," Gray said. "Gramps is so powerful, how did they beat him?"

Kurt turned his gaze from Makarov to the ceiling. He could see a straight shot all the way, to what he guessed was the top floor. He knew that whoever did this to Makarov would still be there.

"Only one way to find out." Kurt stated.

However, any chance of invading the upstairs ended when the other members of Phantom Lord began to rally.

"Their master's been defeated!" a Phantom shouted.

"For real?" another added in disbelief.

"He's out!" another said.

"You guys," one said, "We can beat them!"

"Yeah, we can take these flies!" another added.

Erza, fighting back the tear in her eye, turned to the Phantom mages. She heard them speaking and knew that with the master out, their spirits would be revived.

'_This is not good._' Erza thought.

"Let's get them!" One cried out.

The now recovered Phantom Lord wizards all charged and attacked Fairy Tail. Natsu quickly lit up his fists with fire and punched a Phantom mage who tried to sneak up on him.

"Don't start getting cocky!" Natsu exclaimed.

Taken by surprise by Phantom's attack, Kurt teleported in a puff of familiar blue smoke and began assaulting them with sneak attacks in his human disguise. Despite defeating them with relative ease, Kurt took a good look around.

Phantom was beginning to gain the advantage due to Fairy Tail's broken spirits. Though Kurt could easily hold his own with them, even without his Shadow Magic, he knew that with the master invalid, they had lost their advantage.

Erza had realized the same thing as Kurt as she surveyed the battle. '_I can't do this. Without the master, we aren't strong enough and out morale is dangerously low._' Erza grimly thought.

"We must retreat! Everyone back to the Guild at once!" Erza commanded.

Natsu tossed away a Phantom wizard and stared at Erza incredulously. He was not the only one; Gray, Loke, and Elfman looked at her with similar expressions.

"Erza?" Loke stuttered.

"No way!" Gray argued. "We can't give up!"

"Real men never retreat!" Elfman added.

"I still got some fight left in me." Macao muttered. Cana was under his shoulder to support him.

"Me too." Cana protested.

"Guys," Kurt said as he walked towards them. "I don't like retreating either, but we've lost the upper hand. Besides, Makarov needs help now!"

"Kurt is right. Now, retreat!" Erza shouted. "That's an order."

Meanwhile, along the rafters of the Phantom Guild Hall, Gajeel watched as Fairy Tail fled out of the building. While still hanging upside down, he sneered painfully as Fairy Tail began to fall back.

"There they go." Gajeel noted. "I knew it wouldn't be long before they joined their demon friend and ran away like the gutless cowards they are."

"They're retreating with sorrow in their hearts." A man, standing on the rafter above Gajeel, said.

He was a tall, tan-skinned man with a rectangular face. A white blindfold covered his eyes. He wore a long, green coat, yellow shirt, and a pair of loose pants. On his head was a green top hat that matched his jacket. This was Aria, the strongest member of the Element 4.

Gajeel flipped back up to stand on the girder next to Aria, although he barely managed with his injuries. "Aria, I can see that you're creepier than ever." He commented. "I got to commend you for taking down that Fair Tail geezer."

"It would seem that I was more fruitful in fulfilling my orders for Master Jose." Aria said, referring to Gajeel's injuries and loss against Kurt. Suddenly, a waterfall amount of tears began to pour out from beneath his blindfold. "But…thank you!" Aria sobbed.

"Why are you always crying? Geez, knock it off already!" Gajeel said in exasperation. A malevolent grin grew on the iron mage's lips. "So, what happened to that Lucy girl?"

From below, Natsu's keen hearing had picked up what Gajeel had said. He immediately turned up to look at him.

"She's been captured." Aria replied. "The poor wretch is being held in a gloomy cell at headquarters."

"So much for a warm welcome, huh?" Gajeel joked smugly.

"No way." Natsu whispered, stunned by this new information.

"Is something wrong?" Happy asked worriedly.

Natsu did not respond as he glared up at the Iron Dragon Slayer. "Gajeel!"

The Iron Dragon Slayer looked down at Natsu and smirked. "We'll finish this someday, Salamander."

Aria extended his right arm behind Gajeel and the two vanished.

"Those bastards kidnapped Lucy." Natsu murmured, his anger boiling high.

Happy screamed in response.

"Everybody out!" Erza yelled, as flocks of Fairy Tail mages ran past her, bolting for the main gate. "Let's go!"

"No way! I'm not falling back yet." Gray claimed stubbornly. "They're going to pay for what they did."

Erza came forward and gently lowered Gray's hand." Please," Erza begged.

Gray's eyes widened in shock; he certainly was not expecting this from the strongest female in Fairy Tail. She put her face in his chest, tears streaming from her left eye.

"We need him." She continued, her voice quivering in between her usual commanding tone and sobbing. "We can't win without the master."

Without a word, Gray gave in. Erza lifted her tear-filled face from his chest as both mages sprinted for the door.

Fairy Tail ran out the main doors as they retreated. Kurt, who was running behind them, looked back to see a swarm of Phantoms still chasing after his friends. The disguised blue mutant teleported to the absolute top of the roof in a puff of blue smoke. He kicked down a few support beams, and part of the roof fell in front of the main gates, effectively blocking any chance for them to continue their pursuit.

"That should do it." Kurt said.

Kurt was about to teleport out of there to rejoin his friends, until he noticed that a certain Dragon Slayer and azure feline were still in the Guild Hall.

'_Was machen sie hier?_' Kurt thought in his native tongue.

Kurt took off his Glamour Ring and stuck to the shadows, preventing the Phantom mages from seeing him. It seemed unnecessary, since most of them were trying to break through the roof rubble that blocked the main gate. Kurt put his Glamour Ring back on as he teleported in front of Natsu and Happy in a puff of blue smoke, folding his arms together over his chest.

"Kurt?" Natsu said with a cocked brow. "What are you still doing here?"

"Funny, I was just about to ask you the same thing." Kurt replied.

"Natsu says that Phantom kidnapped Lucy!" Happy exclaimed. "He overheard Gajeel talking to one of his Guild mates"

The disguised blue mutant's eyes widened from this new development. He pondered on the information for a moment and came to an easy decision.

"Okay, we need to find her and rescue her." Kurt replied. "Did Gajeel mention where she was being held?"

"Other than that she's at their headquarters, no." Natsu shook his head. The fire mage then turned his attention to a clique of Phantoms still trying to break through the roof rubble. "But I think one of them might know where that is."

The Fire Dragon Slayer stomped over to the nearest unconscious Phantom member and yanked the collar of his shirt, grabbing him off the ground as he dragged him to a nearby storage room where Kurt shut the door.

The man woke up and realized who was lifting him. "No!" he screamed, "The Salamander…and some wizard that I don't recognize."

"Hey!" Happy shouted angrily, "I'm here too!"

The disguised Kurt glared coldly at the man. "You got it Kumpel. We need to chat." Kurt said, briefly using his native tongue.

"Please, don't hurt me!" the mage begged.

**Outskirts of Phantom Lord's Guild 1:30 PM**

Later, roughly a mile outside the Phantom Guild Hall, Natsu, Kurt, and Happy were walking across the rocky terrain, the former dragging the same Phantom mage he had grabbed earlier behind him. In the distance were jagged, spiked mountain peaks.

"So, what are we going to do now?" Happy asked, flying by Natsu's side.

"Isn't it obvious?" Natsu replied. "We're going to rescue Lucy."

"Only thing is, how are we going to get this Phantom guy to talk?" Kurt asked.

The man struggled against Natsu's iron grip, but his attempts were futile. The Dragon Slayer was too strong for him to overpower.

"Alright, pal," Natsu, said, "Where is she? Tell me."

"How should I know?" the mage choked out. "I don't know any Lucy."

In response, Natsu ignited the man's body on fire, which shocked Kurt to a certain extent. The flames were not hot enough to kill, but certainly hot enough to cause pain. The Phantom began to cry out as he writhed in agony.

"I don't know her!" he cried out.

"Start talking!" Natsu snarled.

"I already told you, dude; I don't know anything!" He replied hysterically. "Now please put out the fire!"

"If any of you Phantom guys hurt another one of my friends, I swear I'll burn every one of you into a pile of ashes!" Natsu threatened, his anger boiling out of him and into the flames covering the Phantom mage, which caused the temperature to rise.

'_Natsu's just like me._' Kurt thought. '_He stands up for his friends and will do anything to protect them. I just wish he had a less severe way of doing it._'

The man screamed louder as the fire became hotter and more unbearable. "AHH! Please I am telling you dude, I have never heard of this Lucy chick! If I did, I would have told you by now!"

"Funny you should say that, because I was thinking that I should have burnt you to a crisp by now." Natsu remarked tersely.

"Aye," Happy agreed.

"Hang on Natsu," Kurt came to a stop and pointed at his Glamour Ring. "I've got an idea that might make him spill his guts, among other things."

Natsu and Happy stopped, the former extinguishing the fire on the Phantom wizard's body, much to his relief.

The disguised blue mutant removed his Glamour Ring, revealing his demonic appearance to the Phantom mage. He tucked it away in his right pocket, slowly approaching the terrified Phantom mage.

"Please don't kill me!" the Phantom mage cried.

"Tell me where Lucy is, and I won't." Kurt said.

"I don't know, Mr. Demon!" the Phantom mage began to cry out of fear.

"Funny," Kurt said, "I think that you know more than you're letting on."

Kurt's demeanor than changed, his tone of voice now very menacing. "Tell me and my friends what you know, or I'll drag you back to my home so that my family of demons can tear you limb from limb. After that, we will cook you alive in our giant pot of stew and enjoy feasting on it for days and days. Then, we will just add your bones with the rest of the ones who did not give me any information.

"Okay, okay! Our headquarters are up ahead!" the man said hastily, sobbing uncontrollably. "If I had to guess, I would say that she was being locked there!"

"You should have said that to begin with!" Natsu yelled.

Satisfied with the response, Kurt's demeanor changed back to normal and he nonchalantly patted the Phantom mage on his shoulder smiling brightly. "There, was that so hard? Now get out of here," Kurt said before shifting back to his demonic demeanor, "Or I'll hunt you down and feast on your innards."

With a girlish shriek, the Phantom mage ran away as fast as he could, leaving behind what Kurt hoped was a trail of sweat in his wake.

Kurt turned to Natsu, back to his normal demeanor. "Well, that was fun."

"I know, right? I can't believe you pulled that off!" Natsu praised.

"Hey, every so often, since I look like a demon, I get the irresistible urge to play the part. Now, let's go rescue Lucy!" Kurt yelled.

**Phantom Lord Headquarters 2:25 PM**

Positioned at the top of a rocky hill was the headquarters of the Phantom Lord Guild. Lying in a melancholy, stone walled prison cell was Lucy, her hands bound behind her back. Lucy's brown eyes finally began to flutter open.

As soon as she regain full consciousness, she instantly sat up with wide eyes and blinked a few times. The Celestial mage was shocked and confused as she tried to figure out where she was.

"What the?" Lucy remarked. "How did I get here?"

Suddenly, a figure appeared outside the cell, looking in through a small, iron-barred window with only the lower half of his face visible.

"So, you're finally awake." The man said. "I was getting worried about you, Lucy."

Lucy turned to the door and asked, "Who are you?"

The metal door opened to reveal a tall, slim man with long, straight black hair that reached his shoulders. His lips were dark colored while his face was long and sharp. His attire consisted of a purple jester-like coat with a high collar, two dark blue prominent wings similar to a bat on his back, a plain white shirt, and a purple witch-like hat bearing Phantom Lord's symbol. This was Jose Porla, the master of Phantom Lord.

He looked right at Lucy with narrow dark eyes and a malign smile. "I am Master Jose Porla," he answered, "of the Phantom Lord Guild. "

"You're with Phantom?!" Lucy shouted angrily.

The blond mage then recalled what had happened earlier. She remembered getting trapped in a sphere of water, courtesy of Juvia the rain woman, a member of the Element 4, and passing out inside it.

"I would like to apologize for this dingy cell," Jose said, stepping into the cell, "being tied up must be degrading, but I'm afraid I had no other choice, my dear. That is how you treat a prisoner after all."

"You're the jerks who attacked Levy, her team, and Kurt's puppy!" Lucy yelled, ignoring Jose's ramble. "You better let me go. My friends are going to come looking for me."

Jose turned away, rubbing his chin in fake thought. "Depending on your willingness to cooperate, I'm fully prepared to treat you as a distinguished guest rather than a lowly prisoner."

"What do you mean by that?" Lucy asked. All of a sudden, when she noticed a pink centipede crawling on her leg, she shrieked even more girlishly that she ever had before. "Aw, yuck! A bug crawled on me!"

Jose smiled smugly. "See? You do not want to stay in here, do you? I have a fully decorated suite ready for you, if you promise to behave."

"Why does your Guild keep attacking us?" Lucy demanded, ignoring Jose's offer.

"Who is, 'us'? Oh! I'm sorry, are you talking about Fairy Tail?" Jose asked in a mocking tone. He smiled sinisterly, showing off his pearly white teeth. "It was a means to an end, that's all."

Lucy continued to stare at Jose determinedly. "What?"

"You see, we were working on our main objective of acquiring a certain someone." Jose explained. "They happened to be a member of Fairy Tail, so if we have to destroy the Guild to get a hold of them, so be it."

"Who are you talking about?" Lucy questioned.

"Well my, you're such a naïve young lady," Jose remarked, "not at all what I would expect from a debutant."

Lucy lightly gasped while her eyes widened considerably.

"I'm talking about you of course," He continued. "Lady Lucy, the daughter of the wealthy Heartfilia family."

The Celestial wizard regained her composure and looked back at the Phantom Lord Guild master, but not with the same fire in her eyes as before. "But…how did you find out about that?"

"You know, I'm surprised you never told your fellow Guild members the truth." Jose admitted. "And I don't understand why the daughter of a wealthy tycoon would stoop to such dangerous work as working for such a low-class Guild; do you?"

"I've…been kidnapped?" Lucy implied.

"No my dear, I promise it's not like that." He replied. "We're not looking for ransom money; we're just doing our job. We were hired by your father to bring you home to him."

In response, Lucy gasped in shock as her face paled a bit. "No," she quivered, her head hanging low. After a moment, she found her voice, and just said to no one specifically,"I don't understand; why would he want me back?"

"Why do you seem so confused? Any father would go looking for the daughter who ran away from home." Jose replied.

She closed her eyes as she clenched her teeth together, trying to keep herself from crying. "No…not him. Honestly, I'm shocked he even noticed I was gone." She then snapped her head back up to Jose, her eyes burning with fury. "I'm never going back to that house! I don't want anything to do with him!"

"Oh dear, I should've known that you would be problematic." Jose commented, his creepy smile never wavering.

"Well then, you might as well let me go." Lucy stated.

"I'm sorry, but I can't do that." Jose responded.

"Please, I need to use the bathroom." Lucy said a sweat dropping from her brow.

"Give me a break; do you honestly think that I would fall for the oldest trick in the book?" Jose muttered.

To make it seem real, Lucy began to squirm around. "No, please." She begged. "I'm dying here."

Jose grinned. "Fine them," He brought forth a bucket out of thin air and laid it out in front of her. "Go ahead."

"A bucket?!" Lucy cried incredulously.

Jose chuckled in amusement. "I'm ready for any trick you may throw my way."

Lucy sighed, and then stood up and wiggled behind the bucket. "Guess it'll have to do." She conceded.

"You're going to do it?!" Jose shouted, dumbfounded. His left eye began to twitch as he ground his teeth together in disgust. "Well…I have never met such a vulgar young lady!" He turned away. "I'll turn away because I'm a gentleman."

Lucy smirked in victory. She then kicked Jose between the legs with as much force as she could unleash. As a result, Jose cried out in pain and collapsed on the floor, his legs clenched together as he writhed in agony.

"You know," Lucy retorted, "there's a reason old tricks are still around, because they work."

Lucy then got up, glanced back and winked. "Bye! Take care, 'kay?"

Lucy bolted for the nearest exit, which happened to be a large opening that led outside. However, she quickly stopped when she saw the opening was actually a window that appeared to be over ten stories off the ground. She let out a collective gasp of fear, the cold wind blowing against her body.

Jose grunted as he steadily stood back up, though he was still clutching his groin area in pain. "Oops! I forgot to mention…this cell is several stories high." With pained effort, Jose slowly walked towards her. "I must admit, you did a number on me, young lady."

Lucy glanced down at the ground far below. She shut her eyes as painful memories of her father returned to her.

"But, you're not getting away with it." Jose continued, an uncanny smile reappearing on his black lips. "You will be punished. I'll show you just how terrifying Phantom Lord can be."

Lucy's face turned into rock-hard determination. With a deep inhale, Lucy did the unthinkable. She let herself fall backwards and fall over the edge. Jose, as a result, gasped from absolute shock.

As the blond mage plummeted to the ground, she thought, "_I heard him in the distance. I know he's here._'

"Natsu!" Lucy screamed at the top of her lungs.

Suddenly, Natsu came running across the rocky terrain at full speed, his face set in determination.

"Lucy!" Natsu yelled.

With a huge amount of strength, Natsu crouched low and leaped into the air. Miraculously, Natsu caught the blond haired mage in his arms. The momentum from his jump sent him and Lucy crashing into an old brick wall; however, Natsu made sure to take the full impact.

"Whoa," Happy breathed, "Natsu caught her!"

"Hallelujah!" Kurt added, running up behind Happy.

When the dust cleared, Lucy was lying on top of Natsu; her big breasts pressed up against his face. Kurt actually sweat dropped from this scene, feeling very awkward now.

"Made it just in time," Natsu mumbled through her chest.

"Yeah," she said weakly, "thank you. I knew you'd save me."

A moment later, Natsu untied the rope from Lucy's wrists. "There you go. Are you okay?" Natsu asked, feeling very concerned for his partner.

"Yeah," Kurt said. "You did just fall several stories. You don't need a change of pants or anything, do you?"

Lucy shook her head up and down at Natsu's inquiry, and shook her head side to side at Kurt's question. However, she had a downcast expression on her face. "I'm fine guys."

Kurt looked at her closely. He did not know what, but something was not right with Lucy. She seemed so desolate, and he knew it was not because she fell from several stories. Something must have happened while she was a prisoner of Phantom Lord.

"That's good news." Happy replied. "Okay, we better head back to the Guild."

"What? That is their headquarters! Let us go get them!" Natsu protested.

"We can't!" Happy argued. "Erza told us to retreat!"

"Because she's a wimp! I'll face those guys myself if I have to!" Natsu retorted.

"Natsu," Kurt said sternly, "Happy's right. We need to leave. You saw what those guys did to Makarov."

"Exactly! That's why I want to get some payback!" Natsu declared.

"But, you're not strong enough to face them all on your own!" Happy disputed.

"Who said I was going alone? We have Kurt here to help us." Natsu pointed out.

"No, Natsu," the blue mutant stated. "We need to get back to the Guild Hall now before anyone else gets hurt."

"Oh, come on!" Natsu complained.

"I'm sorry." Lucy whimpered weakly, clutching the end of her blue skirt. "I'm so sorry."

Kurt, Natsu, and Happy quickly ceased their arguing and turned to Lucy in confusion. Their eyes widened a bit when they noticed that she was beginning to cry.

"All of this…is my fault. However, I do not want to leave. I want to stay with you guys." She choked through the tears, turning to face them.

The trio looked at her in worry. "What's wrong? You are crying. Why are you upset?" Natsu asked.

"You can tell us." Happy said softly.

Lucy did not respond as she continued to cry.

"You're one of us. You don't have to leave." Natsu added.

"Come on; let's go back to the Guild." Kurt said.

Natsu rubbed the back of his head sheepishly. "Yeah, okay, I guess we should." Natsu conceded. Natsu turned to Lucy. "Okay Lucy, time to get up."

"Don't be so rough with her. Remember, girls are delicate." Happy chided.

"Okay, I'll carry you on my back. Is that cool?" Natsu asked her.

Lucy only cried in response.

"Ah," Happy moaned, "look what you did Natsu. You made the poor girl cry again."

"I was only trying to help." Natsu replied as he placed Lucy on his back, crossing her legs over his waist while she wrapped her arms around his neck, her teary face buried in Natsu's shoulder.

"I think she would have cried anyway, Happy" Kurt noted as he teleported them all away in a puff of blackish-blue smoke.

**Phantom Lord Headquarters 2:30 PM**

In the gloomy cell, Master Jose had fallen to his knees, holding his crotch in agony. He began to hiss in anger until a menacing purplish-black magical aura shrouded his form.

"She made me angry! Her fate is sealed!" Jose bellowed furiously, his dark magic erupting around him.

**AN: Well, I would honestly like to say that I am sorry for the delay. I have a life outside of Fan Fiction since I am finishing high school. Honestly, it might take a while to update sometimes, but please do not un-follow or un-favorite me because of that. Now, I made Kurt really get back at Gajeel because his emotions fuel his Shadow Magic. Therefore, that is why it seems that I made him stronger than before. **

**Do not worry, I still intend on having Natsu vs. Gajeel, but I just had to let Kurt get his aggression out. Now, as for the color of his teleportation puffs, it will be his normal blue when he teleports with his Glamour Ring on and dark blue when he does not have his Glamour Ring on. As I mentioned before, the Glamour Ring suppresses his Shadow Magic, which is why it returns to its normal blue. **

**So, rate, review, and I will be back with the next chapter as soon as possible. In addition, the German translations in order are, is he all right, what are they doing here, and pal. **

**Next time- Chapter 11: Phantom Lord Part 3**


	11. Chapter 11

**AN: So, I hope that you all had a wonderful Thanksgiving with the people who mean something to you. Now, I decided to make a big change during the battle with the Element 4, but please do not hate me for it and give it a chance. **

**Now, the adventure continues!**

X-Tail

Ch 11: Phantom Lord

Part 3

_Previously on X-Tail…_

"_You're one of us. You don't have to leave." Natsu added._

"_Come on; let's go back to the Guild." Kurt said. _

_Natsu rubbed the back of his head sheepishly. "Yeah, okay, I guess we should." Natsu conceded. Natsu turned to Lucy. "Okay Lucy, time to get up." _

"_Don't be so rough with her. Remember, girls are delicate." Happy chided. _

"_Okay, I'll carry you on my back. Is that cool?" Natsu asked her. _

_Lucy only cried in response. _

"_Ah," Happy moaned, "look what you did Natsu. You made the poor girl cry again." _

"_I was only trying to help." Natsu replied as he placed Lucy on his back, crossing her legs over his waist while she wrapped her arms around his neck, her teary face buried in Natsu's shoulder. _

"_I think she would have cried anyway, Happy" Kurt noted as he teleported them all away in a puff of blackish-blue smoke._

**Fairy Tail Basement 3:30 PM**

After escaping from Phantom; Kurt, Lucy, Natsu, and Happy made good progress in returning home, only for them to stop after the first time due to Natsu's motion sickness, forcing their half of Team Xavier to walk the rest of the way. Fortunately, they made excellent time since Kurt's Shadow Magic fueled teleportation actually got them to the outskirts of Magnolia, much to his pleasant surprise.

Inside the Fairy Tail basement, the majority of the Guild was licking their wounds after their battle against Phantom. They were sitting at benches and the morale was low, for good reason. Makarov was defeated and sick, forcing them to take him to Porlyusica and their forced retreat from their fight with Phantom.

As Macao, Wakaba, and a few other mages crowded around the table in hopes of hatching up a plan for a counterattack, Kurt, Natsu, Happy, Gray, Elfman, and Lucy were by a wall. The latter was sitting on a barrel in despair. The whole group had looks of thought plastered on their faces. Once the team, minus Azure, Gray, and Erza, arrived back at the Guild, Lucy had told them how she was captured and why Phantom Lord kidnapped her in the first place. Erza was the only one absent since she was taking a shower.

It turned out that Lucy was part of a vastly wealthy family; however, her father, who was her only living parent, cared little for her and she ran away because of it. However, her father had apparently hired Phantom Lord to bring her back to him. What Lucy and the others could not figure out is why.

Kurt, who was leaning against the wall to the right of Lucy, glanced at the Celestial wizard in concern. Since they had rescued her from Phantom's clutches, she had been blaming herself for everything that happened. However, Kurt surprised everyone by hugging Lucy in a brotherly embrace and gently stroking her hair, which the tearful Lucy welcomed and returned.

"It'll be okay, sis." Kurt reassured. "We'll get him back for what he did." Kurt was referring to Azure and Makarov.

Those kind words and gentle embrace only made Lucy cry more, but it was out of happiness. She increased her force on her hug, which prompted Kurt to do the same. "T-thank y-you." Lucy shakily said.

"Yeah. Being targeted by powerful people is just one of the downsides to being rich." Elfman stated, smirking proudly. "At least you're protected by a real man like me."

Gray glowered back at him. "Hey! Would you knock it off already?!"

"I got to say, I was pretty shocked when I heard the news." Happy confessed, standing in front of her. "Why'd you hide the truth from us, Lucy?"

"I wasn't trying to hide anything." Lucy replied, gently removing herself from her embrace with Kurt. "I mean, there's no way to bring up that I'm a runaway in casual conversation. I have been gone for nearly a year and my dad has not cared. Now, all of a sudden, he wants to force me to come back home? He has done all those terrible things. I hate his guts!"

"Look, I'm all for crucifying your dad after what he did, but don't you think that you are being a little harsh on the guy? One of the Ten Commandments is, "To honor thy father and mother," I am not saying he is a good man, but like it or not, he's still your dad." Kurt said.

"Why are you bringing this up now?" Lucy asked.

"Look, I never even knew my father, but believe me when I say that I feel your pain." Kurt replied.

"How can you possibly know what it's like to be the only child of someone so heartless?!" Lucy angrily asked.

"Because my mother actually tried to kill my friends and my adoptive sister on several occasions!" Kurt snapped back. "My mother is a very terrible woman who has done a lot of crazy crap to me and my friends, but despite all that she put us through, despite all the lies, despite all of her truly insane acts, I still honor her! If I can do that, why can't you?"

Lucy and the rest of the group was in stunned silence. This level of anger was even worse than what he said to Gray back on Galuna Island. In a seemingly eternal moment, Kurt took a deep breath and cleared his throat.

"I'm sorry I shouted Lucy, but you needed to hear that. Do you honestly think that beating yourself up is the healthy thing to do right now?" Kurt said, much more composed.

Lucy meekly nodded before she replied, "I guess not."

"Then you need to realize that sitting on your duff and playing the part of the pretty princess isn't the woman that you are." Kurt said, smiling brightly.

Lucy stared at the blue mutant, her breath trapped in her throat.

"In the short time since I've arrived in this universe, I can't even believe half the things I've seen here. In that time, I've seen that the young woman that you are is someone who laughs around the Guild Hall, going on adventure after adventure, even though you freak out most of the time." Kurt proclaimed.

The Celestial wizard turned away, taking in everything that Kurt was saying.

"You said that you actually wanted to stay with us." Kurt continued. "Why would you want to go back there unless it's to get closure? Whom are you trying to kid sis? You are Lucy of Fairy Tail. You don't need to run anymore, because you belong here with us."

Lucy looked back up at Kurt, her lower lip pouting out and a few tears trailing down her face. There was no question about it; she was definitely going to cry again. Natsu looked from her to Kurt and nodded, silently commending him for saying what she needed to hear. Gray, however, was rubbing the back of his head sheepishly while Elfman shivered in fear.

"Ah come on, don't cry," Gray said. "It's not like you."

"Please!" Elfman begged. "Real men are weak against womanly tears!"

Meanwhile, Cana and Mira were behind the bar, trying to get a hold of the other S-Class wizards. Gildarts was off on a long quest and was not available, leaving Laxus and Mystogan as the only ones left to help them. Cana had a set of magical playing cards set upon in front of her, trying to establish a connection with Mystogan, to no avail.

Eventually, she threw her cards off the table in frustration. "Come on! I'm not getting any kind of read on where Mystogan is!"

Mirajane, who was sitting at the bar, looked back. "Oh dear, you did your best." She assured gently.

"If Lucy's their real target, then they're bound to attack." Cana said. "And I would bet on it being sooner than later. Right now, we just have too many wounded to put up a good fight."

Mira turned forward, her eyes closed in sorrow. "Makarov is seriously wounded and we can't locate Mystogan." She then looked up and stared into a lacrima ball sitting on a golden, four-legged stand. "You're the only one we can turn to. Please help us, Laxus."

Suddenly, the image of a blond man with spiky hair that was Laxus, Makarov's grandson and one of the most powerful wizards in Fairy Tail, appeared in the lacrima. His expression portrayed annoyance.

"We could really use you right now." Mira pleaded. "Fairy Tail's in grave danger."

"_Man! Makarov is freaking pathetic!_" Laxus loudly laughed. He then stopped his laughter and sneered. "_I don't see how this is remotely my problem. You're big girls, so deal with it yourselves._"

"So, you're not going to help us?!" Cana shouted incredulously.

"_Of course not!_" Laxus replied. "_Why would I? That senile old toad started this. Why do I have to be the one to clean up his mess?_"

Mira furrowed her brows angrily, but she kept her emotions in check. "Please Laxus;" she pleaded again, "Phantom Lord is trying to kidnap Lucy."

"_Who? Do I even know her? Oh, wait…the new girl? I tell you what; if you can talk her into being my woman, I will do whatever she wants._"

"You are such a pig!" Cana admonished.

Laxus scowled. "_Are you sure that you want to talk that way to a guy you're begging to help you? Do me a favor, if that old geezer manages to pull through this, tell him he's over the hill and that he should hand the Guild over to me!_" Laxus broke out into another fit of laughter.

Suddenly, the lacrima shattered into tiny pieces, courtesy of Mirajane. The white haired angel stood there with her fists clenched and tears racing down her face. Cana, meanwhile, looked at her in shock.

'Mira?' she whispered.

"I don't understand." Mirajane whimpered. "How can someone in Fairy Tail be so heartless and cruel?" she then turned around with determination on her face. "I can't just sit here and watch. I must join the others and fight!"

"Wait! Don't be ridiculous!" Cana argued.

"I'm the only useless wizard here at the Guild Hall." Mira retorted, "I want to help!"

Cana laid a supportive hand on her shoulder. "I understand, but you'll only get in the way as you are now…even if you were once an S-Class wizard."

Mirajane glanced at Cana with tears streaming down her angelic face. She knew that Cana was right, which only made her feel worse.

Without warning, the ground began to shake violently; parts of the roof and wall chipped off the Guild Hall and fell to the floor.

"Hey, what's going on?" Gray asked.

Kurt would have assumed it was an earthquake, until Alzack rushed through the main doors, terror on his face. "Outside!"

The blue mutant and the uninjured Fairy Tail mages rushed outside; however, they were immediately petrified in shock when they spotted the source of the shaking. Even Kurt looked unnerved by what he was seeing.

In Lake Sciliora was the Phantom Lord Headquarters sitting on a big chunk of rock, but sprouting out from the rock were eight giant bronze colored legs. The earth trembled under each step that the giant building on legs took as it approached the shoreline in front of the Fairy Tail Guild Hall.

'_Huh, is Spider-Man related to someone in Phantom? If he isn't, these guys really outdid him._' Kurt thought sardonically.

"What is that?!" Natsu shouted fearfully.

"It's a Guild Hall with ginormous legs!" Happy said.

"Is it Phantom?" Loke stammered.

Everyone's eyes were bulging out whilst their jaws hung low, their bodies frozen on the spot. Even Erza, who was in her Heart Kurez armor after her shower, was shaking in fear. "I did not anticipate this. I did not think they would go to such extreme lengths to attack us!"

"Trust me Erza; I don't even think that Destiny could have predicted this." Kurt noted.

Finally, the Phantom Headquarters took one more giant step before it came to a halt. The building remained motionless for a short amount of time until a hatchway at the front lowered, allowing a long metal barrel emerged steadily from the hatch.

Suddenly, dark blue energy began to swirl and coalesce around the end of the cannon's barrel, growing more intense by the second. Kurt gasped; he may not be a weapons expert like Forge, but even he could easily tell that it was powering up for a catastrophic blast. Based on the size of the cannon, the blast would not only destroy the Guild Hall, but all of Magnolia as well.

Without a word, Kurt rushed forward. He did not have time to explain to his new friends what he was going to do. At this point, he was running on the instincts of an X-Man.

"Kurt!" Erza cried.

"Are you crazy?!" Lucy shouted.

"Don't be stupid!" Macao yelled. "You can't stop that thing, even with your Shadow Magic!"

The teenage blue mutant ignored them as he rushed toward the cliff. He focused his Shadow Magic and something truly wonderful happened. He thought about his compassion for his friends, even though he had only known them for a short amount of time. Then, he felt a completely new level of courage that told him to protect his friends. All of a sudden, he felt his Shadow Magic grow stronger than it ever had before and it enveloped him a dark blue glow.

'_For the protection of my friends, lend me your strength almighty Father._' Kurt thought as he began charging up a new attack in the palms of his hands. He summoned two dark blue magic circles in them.

This display of newfound power sent the majority of Fairy Tail into an amazed silence. While they had seen impressive magic power before, this level coming from a novice was extraordinary. Unexpectedly, Gray fainted and fell backwards.

"Holy Hannah!" Happy cried. "Is that Kurt?!"

"I-I think so." Loke stuttered.

"Whoa! Are you sure that Kurt has only had this power for a short amount of time? This level of power is something that takes wizards years to achieve!" Cana shouted.

"He's…he's so freaking strong!" Natsu stammered.

Erza said nothing; not that she could, she was incapable of saying anything for the moment. She gazed at the blue mutant enveloped in a dark blue aura, the same one who only had his magic for a little over a week. Her body was trembling in excitement, as she stood frozen in shock, unaware that her heart was going into maximum overdrive, like the state it was in during the first battle against Phantom.

Kurt stared at the eight-legged building standing at least half a mile away. Black lighting rippled across the energy ball collecting at the end of the barrel. Finally, with an earthshaking boom, a powerful bluish-black energy beam fired out of the cannon.

Kurt held out both of his hands in front of him. The dark blue energy began to take form from the magic circles in his hands. Without wasting a moment, Kurt unleashed the most powerful display of Shadow Magic he had ever fired. "Phantom, face the power of **The Shadow of God!**"

Suddenly, massive twin beams of Shadow Magic emerged from Kurt's hands and merged into a beam that was just as big as Phantom's. The two magical beams met each other head on above the lake water.

As a result, a giant ball of dark blue and black energy formed in-between the magical beams. The lake water below began to evaporate away due to the intense heat as the waves between the blue mutant and the building became bigger.

Kurt continued to drain his power into The Shadow of God. The beam from Phantom's cannon was powerful, more powerful than anything Kurt had ever witnessed. Nevertheless, Kurt was all that stood between it and Magnolia. The feelings for his new friends had sent him into overdrive as he continued to put more of his supposedly unlimited Shadow Magic into his new attack.

The Fairy Tail wizards watched in awe as Kurt's attack kept the enemy's beam at bay. Both sides fought for dominance, but Kurt's resolve was slowly inching its way to Phantom's barrel. A moment passed and Phantom's beam was starting to lose power. Kurt felt it and he used it to his advantage as he began to pump more Shadow magic into his attack, slowly overtaking Phantom's energy beam.

Another moment later, Phantom's energy beam disappeared, letting Kurt shoot through and strike the cannon's barrel. The entire floor connected to Phantom's cannon turned to rubble as the cannon fell from the structure and into the sea below where it sank.

"H…he…he actually did it… he destroyed Phantom's cannon!" Lucy said in astonishment.

"Incredible." Macao said, no other words coming to mind.

"Now that goes to show you how manly Kurt really is." Elfman stated.

"And he destroyed it without any difficulty." Erza said in astonishment, unaware that he face had turned even redder than her hair and that there was steam coming out of her ears.

"That was awesome!" Natsu said energetically.

Kurt's new aura dissipated as his eyelids grew heavier and his knees shook under him. He was feeling very exhausted, struggling to even keep himself upright. Kurt let out a moan as he fell backwards. Before he even hit the ground, Erza rushed to his side and caught him. Erza carried him back to their Guild mates, all of whom were concerned about his welfare. However, Erza, Natsu, Happy, Lucy, and Gray were the ones who were surrounding him.

"Kurt!" Natsu shouted. "Are you okay?"

"Speak to me, Kurt." Erza said worriedly.

A few seconds passed before a low groan came from Kurt's throat. His yellow eyes fluttered open and darted between the remnants of his team as he returned to consciousness, although Erza captured most of his focus since she held him in her arms. It was then that the pain and exhaustion hit him like a freight train. He would have stood up, but strangely, he enjoyed being in Erza's embrace, until his rational side made itself known.

"Not to be rude, but can you let go of me now?" Kurt asked Erza.

Erza blushed heavily as she realized that she was still holding Kurt in her hands and helped him stand up before removing her hands and looking away in awkwardness.

"So, did I get him?" Kurt asked.

"That blast you fired at Phantom's cannon blew it to bits!" Happy answered. "That was amazing!"

Kurt smiled, relieved that he had been able to save his new friends. However, he was still questioning on how he had been able to tap into so much hidden potential. When he stared down Phantom, a mixture of compassion and courage fueled his new Shadow Magic to an experienced wizard's level, only for it now to be missing from his body.

"So, how did you manage that?" Gray questioned.

"I have absolutely no idea." Kurt answered, before starting to fumble back.

Erza managed to catch him again and carried him underneath his shoulder to support him. Kurt was still too weak to stand, but his strength was slowly starting to come back, whether it was from his mutant genetics or his new Shadow Magic. He stood by his teammates, minus Azure who was still recovering at the hospital.

"That was…" Erza trailed off, still recovering from her shock, "…quite an impressive display of magic."

"Yeah…" Natsu said, and then shouted, "I can't wait for us to fight and see which one of us is the strongest!"

Kurt shrugged and weakly laughed. "Maybe someday, Natsu."

Suddenly, before anyone else could comment, the voice of Jose echoed out from a PA system at Phantom Headquarters.

"_That was quite an impressive display of power, demon," _Jose praised. "_I'll admit, I'm somewhat impressed, but you're still a novice compared to a true Darkness magic user, like myself. You still don't have Makarov with you and none of you are a match for me._"

Kurt growled. He pulled his arm off Erza's shoulder, standing tall and firm to prove a point. His power was coming back rapidly.

"_You may have destroyed the Jupiter Cannon, but any chance of victory has slipped through your fingers. Surrender Lucy Heartfilia immediately or I'll have no choice but to kill you all._"

'_Is this trottel really that dense?_' Kurt pondered, briefly using his native tongue. '_I just blew his cannon to kingdom come and he still thinks that we don't have a shot? He's more stubborn than Logan!_'

"That's not going to happen!" Alzack yelled.

"Like any Guild would hand over one of their own to a monster like you!" Bisca added.

"You hear that?!" Macao shouted. "Lucy's staying put!"

The other Fairy Tail mages spectating in the back began to rally.

"_I won't ask again!_" Jose said, his voice seething with rage.

Lucy stood still, her head hung low in a crestfallen manner. She started to cry again. Everything that happened was her fault, despite Kurt's attempts at cheering her up. "Maybe I should just go with them? Give myself up."

"We'd never betray her like that!" Erza roared. "You'd have to kill us first!"

The other Guild members yelled in agreement. Lucy's head perked up in shock.

"You can stop asking now because we're not going to give you any other answer!" Natsu shouted in anger. "We're taking every single one of you jerks down!"

"If you think we'll hand her over like that, then you sinful scoundrels are in for a world of pain!" Kurt yelled.

"_If that's what you want, then I'll give you something worse than Jupiter!_" Jose bellowed through the speakers. "_When I'm done with you, not even rubble or your bones will be left. Pray to your respective gods, because your sentence is death!_"

"No way!" Elfman gaped.

"What are we going to do?" Cana asked.

"Are they going to fire at us again with something else?" Loke stuttered.

"In the name of the almighty father, give us all you've got!" Kurt yelled.

Kurt soon regretted that, as he and the rest of Fairy Tail took notice as Phantom's Headquarters began to transform.

In the wreckage of the cannon room, smoke was hazing off the floors whilst piles of rubble laid scattered everywhere. Without warning, however, they all took notice as the building shook violently. All of a sudden, Phantom's Headquarters began to break apart and reassemble. At that moment, the entire building began to shake violently. They stood in shock, as they saw the huge castle they were looking at, break away and shift into a new position.

"No way," Elfman breathed, "They're awakening the Giant."

"This is not good." Gray added uneasily.

Kurt blinked and looked at the two in confusion. "Okay, what's the Giant?"

"It's Phantom's ultimate weapon. They're transforming their headquarters into a giant warrior." Elfman explained.

"allmächtiger Gott." Kurt responded in his native tongue.

"Who would do something like that?" Wakaba added. "They can't be that desperate to resort to that!"

The building turned to one of its sides, having it stand on the mechanical legs placed on that side, and then completely changing the layout. Several legs were detached from the body; a single, more massive pair remained in the lower part, where the base stood; two more, large limbs sprouted on the top part, some mechanical parts appeared from the main body alongside several pipes, and a small, helmet-like head sprouted on the highest part. The result was a bizarre transformation of a gargantuan, humanoid, mechanical bipedal being, possessing a par of large arms, with its dark hands having just the thumbs and two more fingers, and bright "eyes" visible in the crack of the helmet. Smoke fumed profusely from the pipes on the upper part of its body, at its head's sides.

Without warning, hordes of black phantoms flew out from the building and swarmed toward Fairy Tail.

"_Well, this is a fine quandary you've gotten yourselves into, isn't it you Fairy scum?_" Jose mocked. "_There are only two ways this situation can play out; my troops will tear you apart or you'll be destroyed by the might of Phantom Lord!_"

"Or you'll be the one begging for mercy like the spineless coward you are." Kurt retorted.

Instead of replying, the giant began to raise its hands, as it seemed to touch the air and a light appeared where its fingers had ended. It began slowly moving its hands, beginning to create a huge magic circle.

"That's the magic circle for Abyss Break!" Mirajane said in recognition. "That's one of the forbidden spells."

"Would you look at the sheer size of it?! If that thing goes off, then it could wipe out the whole city!" Macao yelled.

"Yeah, but he's got to be bluffing." Wakaba sheepishly argued.

"No, he's going to do it." Cana remarked, which made Macao and Wakaba's jaws drop. "These Phantom soldiers are creations of Jose's Shade magic. They're not human, so it doesn't matter if they're destroyed."

"So, wait, these guys are basically artificial ghosts?" Kurt asked.

His question went ignored as Cana said, "We've got to do something!"

"_Kneel before me, you brats!_" Jose interrupted over the PA system. "_Or you will fall victim to my wrath. Savor your last few moments because I will soon end your pathetic lives!_"

As the black, ghost-like beings swarmed toward Fairy Tail, everyone reacted and began to fight back. Macao used his purple fire magic to burn some of the Phantom soldiers. Wakaba used his pipe to make multiple fists to try to knock them out. Cana used her magically charged cards as weapons where she threw them at the specters. Alzack and Bisca were using their Gun Magic to shoot at any soldier that approached them while covering for others.

Erza Re-Quipped into her Heaven's Wheel armor. It featured silver plated armor on her chest with a large metal flower over it, a large billowing skirt that had metal plating in the upper area, and big metal wings made up of individual blades. She used this armor to summon several swords in the air and had them strike down dozens of the soldiers. Kurt was using his **Shadow Blasts** to attack the artificial soldiers. Everyone else, minus Lucy and Mirajane, were chipping into the fight.

For a while, it seemed like they were winning as most of Phantom soldiers struck vaporized, but then they reappeared, as they simply seemed to regenerate themselves. Strangely, in Kurt's case, the Phantom soldiers were having more trouble to regenerate from his Shadow Magic attacks.

"Okay, why are they regenerating so slowly with me, but they're regenerating so fast with you guys?" Kurt questioned.

"It must be because of your Shadow Magic; the properties of your magic are so close with Jose's that the Phantoms can't regenerate as fast as they can with other attacks." Erza deduced. "Even so, we'll never win like this!"

"Then what can we do?!" Gray questioned as he fired three ice spears that pierced three soldiers, causing them to puff out before they regenerated.

Kurt said nothing as he surveyed the battlefield. He watched the others fighting the Phantom constructs and managing to hold them back for now. As he gazed up at the Giant, if Mirajane was right, that would mean that upon completion, the Giant would destroy not just Fairy Tail, but all of Magnolia as well. Kurt looked to see Erza, Natsu, Gray, and Elfman fighting fiercely. Suddenly, his X-Men instincts were kicking in and he knew what to do.

"Guys, I think I've got a plan!" Kurt yelled as he destroyed a few regenerating Phantom soldiers.

Everyone turned to him, eager to see where he was going with this.

"We can't keep fighting these ghost posers forever, even with my Shadow Magic, so here's the plan. The Giant is slowly making that magic circle, so we still have time to stop it. It must be using a power source from somewhere inside, so a team of us will have to go inside and destroy it." Kurt said, while destroying every single Phantom soldier that tried to attack them, all of them barely able to regenerate.

Everyone blinked at Kurt's plan, even Cana seemed to think it was impossible. "Take it down?" Cana asked credulously, and then smiled weakly as she stated, "Kurt, I know you were able to take down the cannon, even though you haven't had your magic for long, but still…"

Kurt whipped around, a serious expression shown on his face, as he stated, "Makarov is barely clinging to life, and Team Shadow Gear and my puppy dog are still recovering in the hospital, and they tore down the Guild. We can't let these Hurensöhne take down Magnolia too!" Kurt yelled, briefly using his native tongue. His three-fingered fists tightened to the point of drawing blood, but he ignored it as he continued, "And worse: they kidnapped one of our own, and threaten us to hand her over on a silver platter!" Kurt looked at them, with a fire in his eyes, just as the Giant stood before them. "I don't know about you guys, but if none of you are willing to give your life for Fairy Tail, then you don't deserve to be a part of this Guild, because this is my new home, you are my new family, and I'll be sentenced to eternal damnation in Hell before I kneel before the likes of Jose!"

Kurt's speech enthralled the entire Guild to silence, even Erza and Natsu. In their eyes, they saw the true spirit of Fairy Tail in this mutant from another universe, and that is why they all cheered in agreement. Even Erza struggled not to cry, unaware of a small blush on her cheeks.

"Okay, but how do we get there and who's going inside the Giant?" Gray asked while freezing a whole group of soldiers solid.

"I'm glad you asked frostig." Kurt explained, briefly using his native tongue. "We are going to play it smart. Jose, Gajeel, and the rest of the Element 4 are likely inside, so we will need the most firepower we can spare. Natsu, Happy, Gray, and Elfman are with me; we will go inside through the hole I made when I blasted Jupiter. Erza, I need you to lead the outside forces."

Erza and the others smirked in determination and slight admiration in how Kurt took command and came up with a counter attack plan. However, Erza's blush was unknowingly intensifying, greatly confusing Kurt.

"Uh, Erza, why are you blushing?" Kurt asked.

Erza stammered and comically composed herself, as she stubbornly answered, "I wasn't. You're just imagining things."

"Whatever you say, süßen Backen." Kurt teased in his native language.

"What the hell does that mean?!" Erza asked frantically, blushing once again.

"I'm coming too." Lucy said, as she wanted to help after everything that has happened.

The blue mutant however, shook his head. "I'm sorry Lucy, but I can't allow that, we need you to hide on this one."

Lucy became offended at that, as she shot back, "Are you saying that I can't handle myself?"

"No, it's not that." Kurt stated as he pointed out. "Not only is it a huge risk if Phantom captures you, but, you don't have your keys, do you?"

Lucy's eyes widened in realization as she looked to where her waist where her keys would normally be found…only to see that they were missing. She paled and went wide-eyed as her jaw dropped in shock. Gray took note of that too and pointed out, "He's right you know. Celestial wizards without their keys are pretty much powerless."

"No, it's not that," Lucy whined, as she fell to her knees, shaking with fear, "I lost Aquarius' key too. When she finds out about that, she is going to…" she was unable to finish as her mind flashed to what awaits her.

"**YOU LOST MY KEY, YOU LITTLE BRAT! I'LL ANNIHILATE YOU!**" _Aquarius yelled out with her head looking gigantic before a tsunami emerged from behind her and was heading for Lucy with the intention of swallowing her to the depths below._

Lucy whined in fear, as she gripped her head and cried out, "**AHH!** She'll kill me for even losing her key, let alone if I used a toilet bowl to summon her!"

Kurt sweat dropped. "Under what circumstance would you summon Aquarius from a toilet bowl? If someone tries to kill you when nature calls?"

"We need to get you someplace safe, Lucy. Phantom's goal is also to capture you. If they succeed, then we will have already lost one of our reasons for fighting." Mirajane said urgently.

Lucy said nothing as she looked down to the ground, hiding her eyes from view. Everyone thought it was because she was feeling so useless, but Kurt guessed it came from inner conflict.

"All right.' Lucy said simply before raising her head again.

"Good. Based on what I have seen, the warehouse district is probably the safest place to be right now. There's way too many to figure out which one you're in." Kurt requested, having obtained this knowledge from Erza. Lucy nodded as she left with Mirajane.

Once they had left, Kurt turned back to the team he selected, but not before, he donned his Glamour Ring again. "Okay, grab on to me and I'll teleport us to the Giant." Kurt said before shifting his gaze towards the scarlet haired angel, "Erza, man the front lines, I'm counting on you." Erza responded with a quick nod and a barely visible blush on her cheeks.

"Wait, why did you bother to disguise yourself?" Natsu asked innocently.

"It gives us the element of surprise. These guys don't know that this guy and my real form are one and the same, so they won't know what to expect until it's too late." Kurt explained.

"Aye sir! That plan is genius!" Happy praised.

"Natsu, hold on to your stomach." Kurt said as his team disappeared in a puff of blue smoke.

'Don't die, Kurt.' Erza softly whispered.

Unbeknownst to them, there was a certain bandaged blue Beagle puppy watching in the background, eager to help in any way she could as she made her way down the cliff. She was unseen as she walked to the bottom of the cliff and swam to the Giant with only one thought on her mind, to protect her master.

**Jupiter Cannon Charging Room 4:00 PM**

They had gotten through quickly, considering that it had only take a few seconds with Kurt's teleportation. After Natsu tossed his cookies, they heard a mysterious groan emanating from the room. Kurt looked down and blinked in surprise, as did his teammates.

There, lying half-dead on the floor was one of Phantom Lord's Element 4. He was a young man with long, two-toned, tied-up, Japanese-style topknot hair of black and white on the back of his head. The black portion overlaid the front and left side of his head, which left the smaller white portion concentrated on the left, with the topknot also having the two separate colors correspondingly. On his face, he sported a simple marking consisting of three horizontal black bars passing across the ridge of his nose and both cheeks in a linear formation, with the one in the middle being the longest.

He wore a ninja-like attire consisting of a long, orange reddish gi-like cloth, held closed by a black belt, with prominent reddish fur around the collar, and with the sides made out of thick fishnet, with other, looser fishnet appearing on his forearms, with his robe's sleeves rolled up.

A simple shirt appearing from under his gi completed his attire, and a pair of loose black pants tucked inside simple black boots. He also appeared to carry around a simple katana strapped to his left hip. This was Totomaru, the Fire Wielder of the Element 4, and a rather comedic member… considering while he was unconscious, his eyes were swirling all around.

Happy floated down, as Natsu slid down as well, as he poked at Totomaru's face with a metal pipe. "Man, he's still alive. The cannon blowing up must have knocked him for a loop." Happy said.

"At least I didn't kill him." Kurt said, relieved.

"Would you stop doing that, cat? A real man doesn't kick a man when he's down, enemy or not!" Elfman said.

"Aye, sir!" Happy smirked.

However, Kurt's curiosity got the better of him and he asked, "So, who's the Silver Samurai poser?"

"That's Totomaru," Gray answered, as he looked down at the unconscious mage. "He's a Fire Mage and one of the Element 4."

The others blinked, as they looked down at the downed Totomaru, as Natsu stood up, and looked at the downed Phantom Mage rather pathetically. As Natsu continued to poke the unconscious Totaomaru, he asked, "So, this guy's one of those what you call it, five guys, right?"

"Geez, Natsu!" Happy scolded. "They're called the Element 4. How could you not even get the number part right?"

Natsu chuckled, as he shot up, "Man, this guy's pretty pathetic! If he's anything like the others, we've got nothing to worry about!"

"Don't think they'll be easy to beat." Gray stated.

Natsu shot a look at him, as he roared, "What's that supposed to mean, you popsicle?!"

"He's right." Kurt told them, as he explained. "I'm pretty sure that one of the Element 4 was behind Makarov losing his power, not to mention that two of them kidnapped Lucy with no problems. We cannot underestimate the remaining three just because we got lucky that my attack on Jupiter tossed one of them for a loop."

"So, what's the plan?" Elfman asked.

"The plan is still the same, but now the odds are in our favor with this guy out of the picture. Now, there are only three members left of the Element 4, including Jose and Gajeel. So, the five of us will split up to look for this Giant's power source and destroy it, while also looking for the remaining members of the Element 4 and Gajeel and take them down. The point of this is to take out Jose's forces and force him to fight alone. So, we'll divide and conquer to ensure our victory." Kurt said as he continued his plan, "If we fail to find the power source, but we still manage to defeat the remaining members of the Element 4 and Gajeel, then we'll meet up together to find Jose and make him turn off the Giant, as a team,

"And if he doesn't listen to reason…" Natsu smirked, as he smashed his flaming fists together and roared, "…We'll make him stop it by force!"

The others sweat dropped at Natsu's enthusiasm, but Happy smirked, "Man, Natsu's fired up for real this time!"

"When is he never?" Kurt asked. "Okay, so you all understand your objectives, so let's get to work."

The other four nodded in understanding.

"Good, let's hope that this works. Natsu, Happy, Elfman, and Gray, fan out and try to find Gajeel and the Element 4. It does not matter who finds whom, as long as one of you gives Gajeel the beating of his life. I'll also search for them, but I'll be going my own way." Kurt explained.

"Yeah, Gajeel is mine! I can take that Dragon Slayer poser downtown!" Natsu roared as he and Happy ran, or in Happy's case, flew, in a random direction, leaving Gray and Elfman to take their own paths before Kurt took his own path.

Before he left, Kurt took a longing look at the battlefield, focusing on Erza fighting, completely unaware of a light blush on his disguised cheeks.

"Bitte nicht sterben, mein Engel." Kurt said in his native tongue, before running off in a random direction.

**Phantom Headquarters Roof 4:04 PM**

A moment later, gray storm clouds were forming over the giant Phantom; thunder rumbled through the air as it began to rain. Natsu climbed through a broken window to get outside, Happy flying by his side. They had hoped to find Gajeel to settle the score, although that was mostly for Natsu.

When they felt the rain hit their bodies, they glanced up at the sky in confusion. "Great, not only do I not see Gajeel anywhere, now I have to deal with this stupid rain?" Natsu angrily noted.

"Aye, sir! This rain is really strange; wasn't it sunny when we got here?" Happy said suspiciously.

"Drip, drip, drop," a monotonous feminine voice called.

Natsu turned around to see a young woman around his age with a curvaceous figure, curled blue hair at the base, dark blue eyes, and pale skin. She wore a navy blue coat, a fur shawl, and a hat that Kurt would later find similar to that of a Russian Cossack. She was holding a pink umbrella with a white frilly trim at the base over her head as she walked towards Natsu. This was Juvia Lockser, a member of the Element 4. Happy only watched from the sky, feeling strangely about her presence.

"Hello," She said, "My name is Juvia, and I am the Rain Woman of the Element 4. Drip, drip, drop."

Natsu climbed out of the window and stood tall glaring at the Phantom mage, while Happy seemed to cower in fear of her. "So, you're one of them too, huh? I wanted to fight Gajeel, but I guess a member of you five guys is good enough." Natsu conceded.

"I must say, I'm quite impressed that your Guild was able to knock down two of the Elements." Juvia admitted stoically. "However, you must not underestimate the other two."

"I guess one of our friends must have taken out another one of Phantom's Element 4." Happy implied fearfully.

"Then that means we've got to play catch-up." Natsu said, before shifting his gaze back to Juvia. "Listen lady, if you're looking to get your ass kicked, I'm more than happy to be the one to give it to you." Natsu said in a serious tone. 'But let us get one thing straight here, I am not holding back just because you are a girl. I fight without hesitation."

A moment of silence passed while Natsu and Juvia stared at each other. Happy was merely observing from a safe distance in the air above them, terrified of Juvia. A knife could cut the tension in the room. Unexpectedly, a hearty blush appeared on Juvia's pale face.

"Well then," She turned around and began slowly walking away. "I give up. You win. Goodbye."

"Hey" Natsu shouted, his eyes bulging from his sockets out of shock and confusion. "Where are you going? Come and fight me!"

Juvia ignored him as she continued forward. She placed her hand over her chest. Her breathing was becoming deeper and the blush on her face remained.

"There must be something wrong with me." Juvia said. "Why is my heart beating so fast?"

"If you're going to run away like the girl you are, the least you could do is tell me how to stop the Giant!" Natsu yelled indignantly as he chased after her.

Juvia stopped in her tracks. Her dark blue eyes were twinkling with an emotion she had never felt before. "I can't explain why, but I have this strong urge to make him mine. I just can't help myself anymore." Juvia held out her hand and chanted, "**Water Lock!**"

Without warning, a big ball of water trapped Natsu inside instantly. The pink haired teen began losing oxygen, air escaping rapidly from his mouth, much to Happy's horror of watching this.

"I really want to help him, but what can I do against that scary water lady?" Happy asked fearfully.

"Oh no!" Juvia cried in panic. "He's drowning! I had no idea that this would happen! I do not know what to do! I guess I should probably release him."

Suddenly, Juvia's ranting ended when the water she trapped Natsu in began to bubble and instantly evaporate, leaving nothing but steam in his wake. Natsu landed on his feet, but he lowered himself to his hands and knees trying to catch his breath.

"He must be a fire wizard." Juvia realized. "He boiled my Water Lock and broke free."

'_I've never witnessed such a level of fire magic before; it's beautiful!_' Juvia thought. Then, the water mage began to have dreamy visions of her and Natsu together as lovers. '_I'm water and he's fire. Our elements are the complete opposite of each other, but together, they create land. I can't believe I've finally found my handsome prince._'

Natsu groaned as he struggled to catch his breath. "You…almost…got me with that sneak attack you pulled" Natsu admitted. "You're playing dirty."

Juvia held her beating heart and wailed happily, a perverted thought flowing through her mind.

Natsu stripped off his black waistcoat, much to the embarrassment, shock, and guilty pleasure of Juvia.

'_He's taking off his clothes!_' She cried inwardly. '_But I'm not ready for this, we just met! Wait, can't we take things slowly?!_'

Natsu threw his black waistcoat to the ground and stood defiantly. "I don't mind fighting a girl, but you ruined my favorite waistcoat!" Natsu stated. "So, you better surrender, or I'll be forced to hurt yah!"

He slammed his fists together and summoned a red orange magic circle in front of him. He put both hands over his mouth like a trumpeter and summoned a huge torrent of flames. "I'm going to blow you away! **Fire Dragon Roar!**"

The torrent of flames fried out of the magic circle straight toward Juvia. The rain woman, however, did not attempt to dodge the torrent at all; instead, it passed right through her! Instead of being roasted alive, her injured areas took the form of water, merged with the rest of her body, and returned to normal.

Natsu lightly gasped and stared at Juvia in confusion.

"My body is made entirely out of water." Juvia explained. "Surprise, drip, drip, drop."

Natsu's eyes widened even further from shock.

She held out her hand and summoned a blue magic circle. "**Water Slicer!**"

Three water whips shot out from her magic circle. However, instead of striking Natsu, they hit the top of a steel pillar. The top half broke into tiny fragments, much to Natsu's surprise.

"You see, given the right amount of force, water is strong enough to slice through steel." Juvia enlightened. "Underestimate its powers, and you'll find yourself in a world of pain."

In response, Natsu growled and rushed to her, his fist on fire, "**Fire Dragon Iron Fist!**"

Suddenly, Natsu punched where Juvia's face was, only for it to go straight through. The water that comprised her body quickly connected back together.

"Can't you see that you're wasting your time?" Juvia said nonchalantly. "Your attacks have no effect on my body made of water. Drip, drip, drop."

Natsu snarled, "Now what the hell am I supposed to do?"

"It doesn't matter what you do, you cannot beat me." Juvia stated. "However, there is one way that you and your Guild may be spared. All we ask is that you hand over Miss Lucy Heartfilia. Do that and I'll ask our master to call off his attack on Fairy Tail."

"Ah come on; don't give me that bull crap!" the Fire Dragon Slayer yelled. "You and I both know that we're past the point of no return. Besides, Lucy is a member of Fairy Tail. I would rather give my life than hand her over to you!"

At that statement, Juvia dropped her umbrella. One of her eyes was now twitching. '_He'd rather give his life, give his life, give his life?! Lucy is my rival! Lucy is my rival! He loves her!_'

All of a sudden, Juvia screamed loudly as she covered her face. "Oh the pain!" she sobbed miserably. "How can fate be so cruel? My heart feels like it's been torn to shreds! It hurts, oh it hurts!"

"What's wrong?" Natsu asked worriedly. "Are you sick or something?"

Juvia ceased her crying. Rage and heartbreak replaced the anger in her eyes. "She's not worthy of my prince." She muttered. Then, she roared out, "Lucy Heartfilia cannot be allowed to live!"

Natsu only watched excitedly with a confused expression on his face at Juvia's display.

Without warning, Juvia shot out a blast of water at Natsu. As he skidded back a few meters, he quickly took note that the water was hot, much to his enjoyment.

"It burns?" Natsu asked. He turned his hard glare at the blue haired young woman. "What's your deal? What do you have against Lucy?"

Juvia did not answer. She only fired another raging torrent of water at Natsu. He swiftly leaped into the air to avoid the blow, but the speed in Juvia's attack surprised him.

"So fast," Natsu murmured. "I don't know if my Fire Magic will be able to keep up, but that's what makes it exciting!"

The water torrent that Natsu dodged came back and circled around Juvia before she blasted it at Natsu again. The pink haired wizard leaped to the side; however, his sandals lost traction on the wet ground and caused him to slip over the edge. Before his motion sickness could catch up to him, Natsu was able to catch his balance at the last second before he plummeted.

"Whew, man that was close." Natsu sighed in relief.

"Ever since the day I was born, I've been followed by the rain." Juvia said. "It gives me strength. It makes me invincible."

She stopped and held out her arm, convening a magic circle above her. "Prepare to be scolded by my jealous rage!"

She fired a few streams of boiling water at Natsu, but the fire mage skillfully jumped back to narrowly avoid the attacks.

"Although I love hot water, what are you jealous of?" Natsu yelled in confusion.

He spread his legs to make a wide base and summoned a reddish-orange magic seal before chanting, "**Fire Dragon Shield!**"

A shield of living fire instantly appeared in front of Natsu, blocking Juvia's attack. However, the Fire Dragon Slayer was not sure it would hold. The water in Juvia's attack began to extinguish his fire.

"Man, this water may be boiling hot but it's way cooler than my fire." Natsu said. "I won't be able to keep this up much longer."

"Like I told you," Juvia responded angrily, "I am at my most powerful in the rain. You will never be able to defeat me."

Juvia continued shooting her hot water surge until both attacks canceled each other out, creating steam that shrouded Natsu's body. When she heard a crash, she immediately stopped. When the steam faded, Natsu was gone. She sauntered toward the broken window upon which he had been previously standing.

"He used the steam as a smokescreen." She realized. "He's not just handsome; he must also be the smartest one in his Guild."

A warm smile appeared on her face as she gazed into the broken glass. 'I really am in love.' She whispered.

Meanwhile, Natsu ran down a hallway that had windows on both sides of the wall and ceiling too.

"I can't waste any more time on this crazy water chick!" Natsu shouted. "I've got to find Happy and either destroy the Giant's power source, or beat the living crap out of Gajeel."

All of a sudden, an inundation of hot water broke through the ceiling, carrying Natsu away.

"This feels nice, but I can't breathe!" Natsu yelled when his head broke the water's surface for a moment.

The water gush blasted through a window in front of Juvia and threw Natsu in the air.

"It's all over now!" Juvia cried, shooting another water torrent at him.

Anger and determination crossed Natsu's face as he turned around in midair, holding out his palms. "Oh, yeah!" When his hands touched the boiling water, it began quickly evaporating until it became a large torrent of fire. "Burn up!"

"No," Juvia said in disbelief, "It can't be!"

Suddenly, Juvia's body and the water around her immediately evaporated into a large blanket of steam. A giant torrent of flames surrounded her, forcing her into her solid state to prevent herself from evaporating as well. Natsu was about to smirk in victory, until he noticed something. His lower left arm was trapped in the fire vortex as well, and his hand ended up grasping Juvia's left breast. This made him freak out.

"**AHH!**" Natsu screamed frantically. "It's not what it looks like! I didn't mean to!"

Natsu pulled out his hand, which caused the fire torrent entrapping Juvia to disappear. "Sorry!"

The young woman fell to her hands and knees. She looked up and gazed at Natsu warmly. '_Even though I'm his enemy, he released me. He's such a nice guy!_' Juvia thought.

"Let's just start over, okay?" Natsu offered, nervous sweat drops falling from his face.

Juvia stood up and replied, "Let's not. Honestly, I don't want to hurt you, so there's no point in us fighting anymore."

"Huh?" Natsu asked in bewilderment. "Is this your weird way of saying you can't beat me?"

"You know, I'm much stronger than Lucy. If you let me, I would be happy to protect you." Juvia responded.

"Protect me?" Natsu repeated. "From what?"

As they talked, the rain around them fell harder and in more volume. "Well, I…" Juvia stumbled, "I think you're…uh…so…"

"Is it just me, or is it raining even harder?" Natsu interrupted, glancing irately at the sky.

"Oh, this is so frustrating!" Juvia shouted.

However, her ranting went ignored by Natsu as he continued to comment on the rain. "Man, this damn rain won't let up. It just makes me feel so gloomy."

Juvia instantly froze, the word 'gloomy' echoing in her mind. She fell to her hands and knees, her fists clenched tightly, almost to the point of drawing blood: or whatever flowed through a rain woman. Natsu looked back in concern.

"Uh…do you need the bathroom or something?" Natsu asked.

"I thought that he was different, but he's just like all the rest." Juvia mumbled in ire and misery.

Suddenly, she stood right back up, water shrouding her emerged form. "**HOW CAN YOU BE SO CRUEL?!**" she bellowed.

"What's wrong with you?" Natsu demanded.

Before Natsu could react, a blast of hot water slammed into him. He fell back a few meters before he found some footing and managed to stand against the raging water. The Fire Dragon Slayer held out his hands, trying to evaporate it again.

'_I can't evaporate it when I'm submerged like this. Sure, it feels nice, but I still can't breathe!_' Natsu thought.

"I'm through with love and I'm through with you!" Juvia roared.

The power behind the torrent tilted Natsu off his feet and sent him flying back.

"I've lived my entire life as a gloomy rain woman," Juvia cried, "but Phantom Lord looked past that! They welcomed me warmly! I am one of the Element 4, a proud Phantom Lord wizard!"

Juvia's body transformed into a surge of water as she shot at Natsu. The Fire Dragon Slayer caught his footing and summoned a fire shield to block her attack.

"How could you be proud with them?" Natsu demanded. "You and your entire Guild is going down!"

With a mighty yell, Natsu punched the water torrent with his flaming right fist, instantly evaporating it. As Juvia descended to the ground, she noticed that the rain droplets around her had evaporated as well.

"He even evaporated the rain! He's amazing!" Juvia said.

"**Fire Dragon Brilliant Flame!**" Natsu yelled as he summoned a reddish-orange magic seal.

All of a sudden, a large fireball appeared in Natsu's hands as he threw it at Juvia, severely hurting her liquid form. She screamed in pain from the boiling temperatures. A moment later, the fire dispersed, leaving nothing but a huge amount of steam in its wake.

As she plummeted off the roof, Juvia thought, '_I lost. It is all over now. I am going to fall to the ground and splatter… just like a raindrop. I suppose it is a fitting end to a rain woman. Farewell gloomy Juvia._'

Juvia snapped out of her thoughts as she felt a strong hand grab her wrist. She looked up to see Natsu on the edge of the roof, holding on to her tightly.

"Just hold on, okay?" Natsu reassured. "I promise I won't let you fall!"

The rain woman gazed up at Natsu, deeply moved by his selfless heroism.

Natsu used his strength to pull her back onto the roof. He gently laid her on her back while he kneeled in front of her.

"Why did you save me?" Juvia asked.

Natsu stared at Juvia for an eternity, his mind flashing back to the girl he couldn't save two years ago, her form briefly replacing Juvia's before switching back. Finally, he gave his answer.

"I don't let people die if I can prevent it." Natsu replied. "Now, get some rest, okay?"

'_He saved my life._' Juvia said in her mind.

Natsu turned back with a smile on his face. "You good? You starting to cool down a bit?"

Juvia did not answer. She stared longingly at Natsu, tears beginning to leak from her dark blue eyes. Suddenly, she had to close her eyes as a bright, warm light struck her face. As her vision adjusted, she looked up in shock.

The rain clouds that always followed her before they were retreating. In its place were a beautiful blue sky and the sun shining brightly.

"The rain?" Juvia gasped. "It stopped?"

"Hey look," Natsu, said, "the sun is coming out."

"The blue sky, I've never…seen it before." Juvia mumbled with wide eyes.

Natsu looked back with a cocked brow. "Seriously? Uh…well there you go. It's pretty, don't yah think?"

Juvia was silent for a moment as she admired the blue sky. "It is…truly beautiful." She replied in genuine honesty.

"So, you want to go at it?" Natsu looked back with a toothy grin.

He was obviously referring to another fight, but Juvia thought he meant something else entirely different. In response, she howled girlishly with hearts in her eyes. She then passed out, a happy smile on her pale face.

"Hey!" Natsu shouted in worry. "Is something wrong? Talk to me, Juvia! You okay?!"

"That's Natsu for yah, a lady-killer." Happy deadpanned from the safety of the sky.

**Fairy Tail Courtyard 4:14 PM**

Meanwhile, down in the Fairy Tail courtyard, Erza had Re-Quipped into her normal Heart Kurez armor. The number of Phantom soldiers attacking the Guild was decreasing, so she did not need to summon any of her more powerful armors. As she and the others engaged the small groups of Phantoms, they began to notice that the Giant was drawing the magic circle very slowly now.

'_I'm confused. That thing should have fired by now._' Erza thought. '_Why is it taking so long?_'

"That thing still hasn't cast the spell." Wakaba said.

"This stress is bad for my heart." Macao commented. "We have got to put an end to this."

"Hey, doesn't it seem like the Giant is being turtle-ish right now?" Laki asked.

"Huh?" Wakaba asked in confusion. "Say what about turtles?"

"She's trying to say that the Giant's moving slowly." Macao explained. He then glanced back at Laki and said, "Try thinking before you speak, Laki."

"It made perfect sense to me! You guys are just dense!" Laki countered.

Erza slashed through the last Phantom trooper in the courtyard. She walked toward the group and explained, "Natsu, Kurt, and the others are in there doing their best to take that thing down, and now…we're going to lend them a hand."

Erza turned her attention to another wave of Phantoms swarming toward them.

"The last thing that they need is these things distracting them! We must wipe them out!" Erza exclaimed.

"It's time to take care of business, kids!" Macao added. "Now, let's do this!"

With that, the group of wizards charged forward at the next Phantom wave.

**Phantom Headquarters Roof 4:17 PM**

"Natsu! Happy!" Elfman and Mirajane shouted.

Natsu and Happy turned their attention away from a passed out Juvia to the duo.

"What's Mira doing here?" Natsu asked.

Unbeknownst to Natsu and Happy, Mirajane had transformed her body to match Lucy's and came forward to Phantom, trying to give herself up in the hopes of buying more time. However, Master Jose had seen through her disguise. As punishment, he entrapped her in-between the large fingers of the Giant, threatening to crush her.

Erza was too late to stop him, and when she attempted to rescue Mira, a barrage of Phantoms drove her back to the courtyard and intercepted her. Thankfully, Elfman had come to the rescue. Remarkably, thanks to the mockery of Sol, a member of the Element 4, and Mira's crying, that he became so angry that he finally succeeded in a full body Take-Over.

He easily defeated Sol and was able to save Mirajane. In addition, he retained control of himself while performing a full body Take-Over.

As they ran up to Natsu and Happy, Elfman said, "I see you defeated another member of the Element 4." Elfman paused when he noticed the expression plastered on Juvia's face. "Why does she have that creepy grin on her face?"

Natsu thought about it for a moment. Though he was not exactly the most experienced when it came to love, considering his bizarre relationship he had with a certain girl two years ago, he overheard most of what Juvia had said during their battle. The Fire Dragon Slayer knew that this rain woman had somehow developed an attraction towards him. However, there was no way in Hell that Natsu was going to let anyone know that, especially Elfman and Mirajane.

He simply shrugged and replied, "I don't know; must be having a good dream or something."

'She loves you.' Happy quietly teased. Although he loved to mock others on their supposed relationships, he felt Natsu's emotions to this matter and made sure that only he heard it, much to his ire.

"With Elfman's win against Sol, there's only one left." Mirajane said, snapping all three of them back to the situation. "If we can stop them, I think we can stop the Abyss Break."

"Mira just figured it out." Elfman explained. "There is no power source to find, because the Giant is being powered by the Element 4."

"We can do this, right boys?" Mira said.

All three of them nodded in agreement.

"So," Natsu rubbed his chin in contemplation, "we managed to defeat three. Therefore, that means that there is only one left. Gray and Kurt are still searching this building. One of them has to run into that last guy."

"Yeah, question is; which one?" Happy inquired.

**Phantom Headquarters Interior 4:25 PM**

The disguised Kurt continued to sprint down an empty corridor with high ceiling and giant, stone-carved demons sitting on Roman-like pillars. The very sight of them made Kurt's skin crawl. He split up with his team in his plan to take down the Giant and Phantom Lord in one fell swoop. Along the way, Kurt had felt the building shake a few times and heard faint, monstrous roars echo through the stonewalls.

However, to the disguised blue mutant, they were not just normal roars, they sounded like Elfman's, but with more ferocity. While he assumed that something happened to him, he had faith in his friends and continued running.

The disguised blue mutant had been running down the hall for several minutes, coming up against zero Phantom opposition.

'_This is bad. Why don't they have guards or something patrolling these halls?_' Kurt wondered. '_Maybe they're on a really long coffee break. Even if they are, this is excessively easy for me, like I am about to walk into a trap._'

Kurt ran through the end of the corridor and into a large room with a red carpet, stretching down from the center of the room and up a grand staircase at the other end. Running along the carpet were brown pillars with light-emitting lacrimas on the top.

Kurt stopped and observed his surroundings. "Hmm," Kurt tapped his chin in thought, "maybe the power source is up those stairs?"

Suddenly, in the blink of an eye, Kurt yelped in surprise as a powerful gust of wind lifted him off the ground. Not wanting to reveal his teleportation ability yet, Kurt merely used his superior reflexes to land on his feet, trying to comprehend what just happened.

"How sad," a masculine voice commented.

The disguised blue mutant lifted his head to see a swirling twister of air a few meters in front of him. The twister vanished and left behind a big man wearing a long green coat, a yellow shirt, loose pants, and a green top hat.

Kurt merely crossed his arms in front of him and smirked. "Let me guess, you're one of the Element 4."

"Indeed. My name is Aria, and I'm the strongest member of the Element 4." Aria replied. "I have come here in the hopes of slaying the demon that destroyed our beloved Jupiter Cannon."

"Well, look no further Blob. You found him." Kurt replied.

"Hah! Don't make me laugh!" Aria remarked in derision. "The demon I seek has blue fur, three fingers, three toes, yellow eyes, sharp teeth, pointy ears, and a devil-like tail. You possess none of those qualities."

"Then let me prove it." Kurt said as he removed his Glamour Ring, revealing his true demonic form to Aria, whose eyes widened behind his white blindfold.

"I see. I'm guessing your Guild master fished that out for you, am I right demon?" Aria accused.

"So, what if he did? I am here to take out the power source for the Giant! If I have to take out your fetten Arsch to do it, then so be it!" Kurt proclaimed, briefly in his native language as he stared down Aria.

With that, the final battle against the Element 4 had begun!

**AN: Well, this is by far my longest chapter, so let us recap. For all the Gruvia and Nalu fans, I am sorry, I ship them too but I just think that Navia gets little to no attention in any Fairy Tail Fan Fiction, so I am making this change. In addition, I made Natsu notice Juvia's feelings, because she makes it so obvious that anyone would be able to tell that she had fallen in love with whoever she was fighting, in this case, Natsu. I also plan to have them paired together eventually, so Navia fans, rejoice! **

**In addition, I brought Azure back because she is going to have a big impact when she finds Kurt and they take on Aria and Jose together with Erza. I also figured that it would be cruel of me to keep her in the hospital and miss out, unlike Team Shadow Gear. Now, the next chapter may take a while, but rest assured that I am not giving up on this story.**

**I also got rid of Totomaru because it would have just made this chapter even longer and to showcase how powerful Kurt's Shadow Magic can become under the right conditions. You can thank Lewamus Prime for that idea. Please do not un-follow or un-favorite me because of my choice. **

**So, rate, review, and I'll be back with the next chapter as soon as I can. In addition, the German translations in order are, moron, god almighty, sons of bitches, frosty, sweet cheeks, please don't die my angel, and fat ass. **

**Next time – Chapter 12: Phantom Lord Part 4**


	12. Chapter 12

**AN: Well, I would like to thank all of my loyal fans for their support in this story. We are almost to 100 reviews, so let us keep at it and reach it before the end of this arc, hopefully. For the ones concerned with the Navia pairing, please do not let that deter you from this story. **

**Now, the adventure continues!**

X-Tail

Ch 12: Phantom Lord

Part 4

_Previously on X-Tail…_

_The disguised blue mutant lifted his head to see a swirling twister of air a few meters in front of him. The twister vanished and left behind a big man wearing a long green coat, a yellow shirt, loose pants, and a green top hat._

_Kurt merely crossed his arms in front of him and smirked. "Let me guess, you're one of the Element 4." _

"_Indeed. My name is Aria, and I'm the strongest member of the Element 4." Aria replied. "I have come here in the hopes of slaying the demon that destroyed our beloved Jupiter Cannon." _

"_Well, look no further Blob. You found him." Kurt replied. _

"_Hah! Don't make me laugh!" Aria remarked in derision. "The demon I seek has blue fur, three fingers, three toes, yellow eyes, sharp teeth, pointy ears, and a devil-like tail. You possess none of those qualities." _

"_Then let me prove it." Kurt said as he removed his Glamour Ring, revealing his true demonic form to Aria, whose eyes widened behind his white blindfold. _

"_I see. I'm guessing your Guild master fished that out for you, am I right demon?" Aria accused. _

"_So, what if he did? I am here to take out the power source for the Giant! If I have to take out your fetten Arsch to do it, then so be it!" Kurt proclaimed, briefly in his native language as he stared down Aria. _

_With that, the final battle against the Element 4 had begun!_

**Phantom Headquarters Interior 4:27 PM**

Kurt disappeared in a puff of dark blue smoke and reappeared behind Aria, holding out his left hand and summoning a dark blue magic seal.

"**Shadow Blast Volley!**" Kurt yelled as dozens of miniature **Shadow Blasts** came out of his left hand. However, Kurt was the one who was surprised when Aria disappeared in a similar fashion and reappeared behind him, his attack only hitting the floor.

"How sad. Your teleportation is amateurish compared to my own. Have a taste of my Airspace Magic!" Aria mocked as he held out his hand, but much to Kurt's confusion, he did not see a magic seal appear in his hand. In all the magic he had seen in this universe, including his newly received one, they all had a magic seal.

Kurt would have commented, but a sudden blast of air smacked into him. The strange airspace spell sent Kurt careening back. The force of the spell made it too difficult for Kurt to teleport in time as he painfully crashed into wall, spitting up a bit of blood, much to his discomfort. Nevertheless, Kurt managed to shake it off and stand up proudly.

The air wizard looked at Kurt peculiarly, though Kurt could not tell because of the blindfold covering Aria's eyes. He appeared to be intrigued that this demon had apparently been able to get up so easily; granted, he was holding back his full strength, but still.

Kurt glared at Aria. "Airspace? That makes you an Air Wizard, right?" Kurt realized. "You know, my old team had someone like that, only he could fly."

"Ha! No Air Magic user could ever be my equal!" Aria mocked.

"Didn't say he could use magic. He actually had wings, you overweight blowhard!" Kurt retorted.

Aria sniffled in response, tears flowing from under his bandages. Kurt sweat dropped and stared in confusion. What was Aria's deal?

"Okay, didn't know you'd be such a crybaby. What exactly are you, a kid trapped in an adult body, or are you just that emotionally immature?" Kurt sardonically asked.

"You'll pay for mocking me!" Aria yelled, with a hint of sobbing.

Aria held out one hand, this time, a purple magic seal appeared. "**Airspace, Zetsu!**"

Suddenly, a bombardment of invisible, hard air bubbles fired out of Aria's seal and struck Kurt all across his body. The blue mutant went flying a few meters, barely able to react in time to bounce off the wall and fling himself right towards Aria, with his left fist summoning a dark blue magic seal.

"You're going to pay for that! Have a taste of my **Shadow Fist!**" Kurt declared as his left fist became shrouded in shadows, landing a direct hit on Aria's left cheek, which sent the air mage for a loop.

Kurt thought that he was down for the count, only for Aria to chuckle as he propped himself back up, with nothing to show but a small bruise on his cheek as he taunted, "Perhaps I have overestimated you, dear demon. Where was that truly incredible strength that sent our Jupiter cannon to a watery grave?"

Kurt merely stared in shock that Aria was able to get up from that so easily when that would have at least made Gajeel bleed a bit. However, he played this off with a light chuckle and said, "Don't take me lightly, you overstuffed windbag. I'm just getting started!"

Kurt jumped effortlessly in the air above Aria as he summoned two dark blue magic seals in his hands within the blink of an eye.

"**Shadow Cyclone!**" Kurt yelled as a dark torrent of shadows consumed his upper limbs to attack Aria from above, who merely teleported at the last second and appeared behind Kurt, his attack only hitting the floor.

Without so much as a word, Aria held out his left hand again and a massive gust of wind slammed into Kurt's body, sending him careening back into a wall. Kurt spat out much more blood upon impact, which instantly took its toll on his body. Kurt struggled to move, but he defiantly stood up, regardless of the pain. Aria merely smirked in disrespect.

"You truly are nothing more than a fraud. You cannot even keep up with me, demon! You cannot defeat me." Aria declared.

Kurt merely spat out a mixture of blood and spit in Aria's face, much to the air mage's disgust. "You want to bet, Blob?" Kurt snarled. "I'm just getting warmed up!"

Aria grinned wickedly after he wiped off Kurt's blood and spit from his face with his arm sleeve. "Then, allow me to relieve you of that heat!"

As the air mage began to charge up his attack, he distinctly heard the sound of water trickling from an unknown source. He scanned the room, but he did not see the source of water. He felt a moist sensation underneath his feet and saw a bandaged blue puppy, defiantly urinating on his shoes, facing backwards.

Despite Aria's disgust, Kurt was overjoyed at what he was seeing. "Azure, you're back!"

Azure looked, or rather, half-looked, at Kurt happily, with a smile on her face. While she still had the bandages on her legs and one over her left eye, Azure barked happily, as she ran over to her master, on the verge of tears, as she tackled him to the ground.

"I know, I missed you too girl." Kurt said as he began petting his beloved puppy, even kissing her bandaged eye in reassurance in getting it fixed.

"Let me guess, you knew that I'd be going after the guys who hurt you and Team Shadow Gear, so you snuck out of the hospital to find me, right girl?" Kurt deduced, with Azure merely barking in agreement.

"Well, now that you're bladder is empty, what say we teach this Heulsuse some manners on fighting? Does that sound good girl?" Kurt asked, briefly using his native tongue.

Azure merely barked in agreement, as the duo stood up on their own and stared at the air mage, only to find him crying harder that Kurt had ever seen.

"How sad! You care so much for a creature who cannot even talk to you! That is pathetic!" Aria blubbered.

Kurt and even Azure sweat dropped in confusion by this turn of events. However, Kurt managed to shake it off as he turned to his blue puppy.

"Well girl, let's show him what we've got!" Kurt declared.

Azure merely nodded in understanding as she transformed with her bandages miraculously growing to take the same shape. On her black armored torso, her orange Fairy Tail symbol displayed more noticeably, free from the Phantom Lord paint.

Snapping back to reality, Aria shot out a huge airspace, which met with one of Azure's howls, the two blasts equal in strength. In response to the high pitch of Azure's howl, Kurt covered his ears to block out the sound. The two blasts cancelled each other out, which caused numerous nearby windows to break within the Giant. When Kurt removed his hands from his ears, Aria had vanished. Kurt and Azure looked around, finding no sign of him.

"You Feigling, come back here and fight!" Kurt yelled briefly in his native language while Azure growled menacingly.

All of a sudden, Aria appeared behind the duo. "You think I ran away?"

Kurt and Azure turned around in time to see two magic circles appear on both sides of them.

"**Airspace, Drain!**" Aria chanted loudly.

Suddenly, golden light illuminated under their feet or in Azure's case, paws and casted over them. The two peered down at the light beneath him; both of them sweat dropping in confusion. Was this supposed to hurt them? If it was, it was epically failing because the blue mutant and his demon puppy did not feel a twinge of pain.

Aria's confident expression quickly turned into shock and disbelief. How was this possible? Both the demon and his puppy both used magic, and his Metsu was supposed to be able to drain any wizard's magical energy. How could this demon and his puppy still be standing?!

When the golden light faded, Aria stood petrified, his jaw close to falling off his face. "H-h-how is this possible?!" Aria stuttered apprehensively. "T-that spell should have drained all of yours and your dog's magical power!"

Kurt and Azure both looked at each other, very confused by this turn of events. They both used magic, so why did Aria's spell not work? However, they had no time to mull it over as they both grinned confidently at Aria.

"No clue, but that doesn't mean I'm going to look a gift horse in the mouth!" Kurt proclaimed as he summoned a dark blue magic seal in both of his hands, feeling very hopeful.

Suddenly, a lighter shade of blue surrounded his form, giving off a rather pure feeling as a new attack took form in his magic seals.

"**Hopeful Shadows!**" Kurt yelled.

Out of his hands, a blast of light black energy consumed his arms, surrounded by his light blue aura. Azure assisted by summoning her magic roar, eager to help her master. Suddenly, both attacks merged, creating a huge blast of light black energy, this time surrounded by a light blue aura and Azure's magic roar.

The attack sent the dumbfounded Aria crashing through a wall of stone, much more painfully than he had done to Kurt.

Kurt then paused, his mind going over the spell that Aria attempted to cast on him and Azure. He said that the spell could drain any wizard of their magic power. Did that mean that Aria was responsible for Makarov's current state? The dots began to connect in his mind; he glowered when he came to an easy conclusion.

The pile of crumbled stone shifted as Aria stood back up, barely able to keep himself upright. The powerful air wizard scowled at Kurt and Azure. "Incredible." Aria admitted, "I've never had that happen before."

"sündige Schuft! You were the one who drained Master Makarov of his power!" Kurt accused, briefly using his native tongue. Azure merely growled menacingly at Aria.

The blindfolded man smirked smugly, tears still trailing down his face. "Indeed I did. I'm excited to see what you plan to do about it, demon."

Kurt and Azure snarled in rage, the former clenching his three-fingered hands to the point of bleeding, but he ignored it. "You and your insane guild hurt me, my friends, my master, but worst of all, you hurt my dog! You're going to pay!"

Suddenly, Kurt's form now exhibited a menacing aura of shadows, greatly unnerving Azure. While Kurt had gotten angry before during the first battle against Phantom, this anger differed greatly from it. Now, his anger was far more personal than it was before. Aria sensed this as well and his eyes widened behind his blindfold. After a short moment, Aria's shocked expression turned into a confident smile.

"Since I am now in the presence of the real demon that destroyed our beloved Jupiter Cannon," Aria calmly said, "I believe that it is necessary to step up my game."

He reached up and pulled off his white bandages, revealing his eyes. His eyes were white with small pink pupils. Suddenly, his pupils grew larger as a white "X" appeared in the pupils.

"You meet your end here, freak!" Kurt declared in an unholy voice that greatly unnerved him and Azure.

'_What was that about?_' Kurt thought in confusion.

**Fairy Tail Courtyard 4:32 PM **

Meanwhile, outside in the Fairy Tail courtyard, the remaining wizards left standing continued to fight the seemingly endless waves of Phantom soldiers. For every group they wiped out, more appeared in their place. The fatigue began to show, but none of them would falter now.

Erza, Re-Quipped in her Flame Empress armor, cocked back her flaming sword and delivered a fiery slash at a mass of the soldiers. The light and intense heat instantly destroyed the Shade creations.

Suddenly, the attention of the Guild and Magnolia citizens drew towards the huge magic seal that the Giant was creating. It appeared to be glowing. Nearly everyone in Magnolia and some of Fairy Tail's mages began to panic. Erza's own eyes widened in horror as she lightly gasped. That sign meant that there was almost enough magical power for the Abyss Break spell to activate.

'_Come on boys. What is taking so long?_' Erza thought. _'You must hurry. Don't fail me now!_'

Then, Erza felt a chilling sensation that traveled down her spine, making her shiver uncomfortably. She only got this feeling when something evil and powerful was nearby, but strangely, it felt familiar. It seemed that there was another evil presence in the Giant besides Phantom Lord. The only question was, who?

**Phantom Headquarters Interior 4:35 PM**

Suddenly, smoking gusts of wind circled around Aria, the power around him growing ever stronger now that he discarded his blindfold. He could now unleash his full strength. At the same time, Kurt's Shadow Magic only increased in strength, but Kurt's mind began to feel hazy and unbound for some reason. Azure merely whined in concern for her master.

'_Why can't I make this feeling stop?_' Kurt thought.

"Now, demon," Aria said, moving his hands so that his right was oriented upwards and his left hand was facing down, "step into Zero, the airspace of death. It is capable of consuming all life I its path."

Kurt merely growled, although it was in a more animalistic tone for some reason. "_**This**_ is the best you've got, Blob? You truly are pathetic."

Aria sneered, although he was silently shaking with fear now. "Think what you want, it doesn't matter." The smoky wind gathered around his hands. "Now, let's see how you handle this, demon!" He then discharged a large hazy whirlwind at Kurt and Azure.

Before it got within a foot of their presence, Kurt shot out a powerful blast of Shadow Magic that destroyed Aria's spell instantly, much to his shock. "What?! No! This shouldn't be possible!" Aria cried.

Kurt then began to chuckle in an unholy voice that made Aria and Azure cringe back in fear. Kurt spoke from the inside of his Shadow Magic. "Using a spell to consume all life? You are weak! You couldn't hold a candle to Makarov, let alone me!" Kurt stated in an almost demonic voice. "You'll be remembered as nothing more than a sniveling coward. However, I'm more than willing to arrange that."

"W-w-what d-do you mean by t-that?" Aria stuttered in fear.

Without a word, Kurt teleported in a puff of pure black smoke in front of the air mage, before he could even defend himself. Aria tried to fight back, only for Kurt's hand to emerge from the shadowy void and instantly turned the bones in Aria's hand into paste, much to the air mage's pain. Kurt even began sadistically laughing, much to his inner confusion.

'_What's going on with me?! Why can't I control myself?!_' Kurt cried inwardly.

Before he could stop himself, Kurt held out his free hand in front of Aria, and summoned a pitch-black magic seal.

"**Destructive Shadows!**" Kurt cried out as numerous black tendrils of his Shadow Magic began to consume Aria, much to the air mage's horror.

"Wait! Stop! Please!" Aria begged, this time crying out of fear.

"You have no soul." Kurt stated as the energy tendrils consumed all of Aria's being.

Azure took all the courage that she had and stared at Kurt, who only glanced back for a second, before his eyes met hers. The innocent look Azure gave him sent him back to reality, barely able to stop himself before this spell killed Aria.

In only a few seconds, the energy sphere dissipated, leaving only a thoroughly traumatized Aria in its wake. His tanned skin had become paper-white, his lips were chapped, his eyes were now pure white, and the colors of his clothes were completely black now. All the while, Aria never stopped shaking as he collapsed in severe psychological agony.

Kurt tried to approach him, but Aria fell back in fear of him and curled into a little ball on the floor, rocking himself back and forth, trying to forget what he had seen, to no avail. He merely rocked back and forth, crying in fear.

"Was habe ich getan?" Kurt asked in his native tongue.

Feeling her master's remorse, Azure merely snuggled up to Kurt affectionately, which the blue mutant welcomed as he embraced Azure in his arms, being very careful not to hurt her.

"Thanks, girl. I'm really glad you're back." Kurt lovingly said as he continued his moment with his puppy.

**Fairy Tail Courtyard 4:38 PM**

The Fairy Tail wizards and Magnolia residents were starting to freak out as the golden magical seal in front of the giant became brighter. Suddenly, the light dimmed away as the magic seal disappeared. The Giant's crimson eyes faded into darkness.

When the robot's arms fell limply to the sides, the Fairy Tail mages all cheered. Erza let out a sigh of relief. They had cut it close, but the boys managed to prevent the Abyss Break spell from activating.

"They did it!" Cana cheered. "They must have taken down the Element 4."

Erza smiled. '_Good work boys._'

Suddenly, Erza felt another cold feeling running through her body. However, this time, it felt even more disturbing than the one she sensed previously, which was gone now. She had to wonder, what could possibly make her feel like this?

**Giant's Command Center 4:40 PM**

Inside a dark, stone room that served as the command center for the Giant, the master of Phantom Lord was furious.

"I don't believe it!" Jose yelled. "It wasn't bad enough that one of their wizards destroyed our Jupiter Cannon, but a ragtag band of Fairy scum managed to defeat the Element 4?!"

"Guess that makes them even worse than scum, huh?" Gajeel commented.

"Gajeel," Jose turned and looked down from a high platform to see the newly healed Gajeel, wearing one of his spare tunics. Heaved over his right shoulder was Lucy, her clothes torn and shredded in places, and she herself looked injured. "So I see you returned bearing a gift, have you?"

"Yeah, I picked up something while I was out." Gajeel replied as he dropped Lucy's unconscious form to the floor.

"Very impressive, but pray tell," Jose asked, "How were you able to track her down so quickly?"

"Never underestimate the nose of a Dragon Slayer." Gajeel answered.

"She is alive, right?" Jose asked while frowning. "Without a pulse, she's worthless to us."

Gajeel hummed as he held his chin in fake thought. "I was pretty tough with her and the art wizard that the white haired slut sent as Lucy's bodyguard. Showtime!" Without warning, he kicked Lucy into a wall, denting it in the process.

Lucy awoke from unconsciousness, coughing up a little blood due to her pain-filled body.

"Yep! She is still alive and kicking!" Gajeel remarked smugly.

"Excellent work, Gajeel," Jose praised with a sinister smile. "I knew that you would not disappoint me, again!"

Everyone's attention, whether they were inside the Giant or outside in the courtyard, was grabbed by a ding in the Phantom Lord's PA system.

"_Attention you pathetic Fairy Tail scum,_" Jose said, "_listen carefully because I'm only going to say this once._"

Suddenly, a familiar feminine scream sounded through the speakers that made Kurt and all the other Fairy Tail mages cringe with horror.

"Lucy?" Kurt said while Azure growled in disbelief.

"_We have captured your precious Lucy Heartfilia, which means that our first order of business is now out of the way. And that means only one more thing, my favorite part; wiping out you pathetic brats right off the face of Earth-Land._" Jose menacingly said.

After giving the enemy his announcement, Jose walked to the door, but before he then stopped. "Keep an eye on the girl." Jose ordered. "There are still some pests roaming around in my Guild Hall."

"You mean Salamander and Demon Boy, right?" Gajeel asked.

"Yes and their friends." Jose answered. "They've been lucky this far, but their luck is about to run out. I'm going to exterminate them myself." The aura around Jose grew darker and deadlier, a violent eerie light shining from his body.

"I almost feel sorry for those Fairies." Gajeel stated as he watched Jose leave.

**Phantom Headquarters Roof 4:45 PM**

Natsu, who had only begun descending the steps back to the inside of the Giant along with the Happy and the Strauss siblings, froze in his tracks as soon as Jose's proclamation came through the speakers. He clenched his fists as his body shook with ferocity, rage plastered on his face.

'Lucy, they got her.' Natsu said, almost inaudibly.

"Oh no," Happy added worriedly. "Natsu, what do we do?"

The Dragon Slayer did not respond. His fists tightened as the rage and power coursing through his body began to intensify. Flames ignited all over his body as his strength increased, the strong emotions inside him boosting to new heights.

Happy watched in awe as he and the Strauss siblings began to take a small step back.

"N-Natsu?" Happy asked.

"Oh boy, I know that look." Elfman stated.

"It's been a long time." Mirajane added.

Suddenly, the flames on Natsu's body became bigger until they combusted upward, taking the shape of a dragon with wings and a horned head. His eyes were glowing bright gold as he let out a deafening yell that shook the building, unintentionally waking up a certain blue haired girl, the same one that Natsu gave his wet waistcoat as a pillow for her.

Natsu bolted off, leaving behind the Strauss siblings in his wake, with Happy flying as fast as he could to keep up. He accidently ran into Gray, who took Natsu's place with the Strauss siblings after getting lost. Distracted by Natsu's outburst, they were unware of Juvia scaling the outside of the Giant, heading for the command center.

"I'm coming, my love." Juvia stated to herself as she lovingly held on to Natsu's waistcoat, taking a huge whiff of it every few seconds.

**Phantom Headquarters Interior 4:50 PM**

Kurt growled after hearing Jose over the PA. While he felt angry, he could not risk something like his attack on Aria happening again, so he managed to keep his emotions in check, with the help of Azure. However, a familiar, faint yell from the walls interrupted his musings. Even Azure growled in familiarity.

His brow ridge lifted as he and Azure turned in the direction of the roar. "Natsu?"

"Kurt!" a feminine voice cried.

The blue mutant and his puppy turned to see Mirajane, Elfman, and Gray, the latter without as much as a scratch. Mirajane and Elfman on the other hand had several cuts and bruises on their bodies and their clothes were tattered. The traumatized Aria in the corner greatly unnerved them, but they quickly got over it.

"Mira, what are you doing here?" Kurt asked. "You were supposed to look after Lucy."

"I know, but I sent Reedus to cover for me so I could try and save Lucy. Jose kidnapped me and was about to kill me when I tried to impersonate Lucy. Elfman saved me though by changing into a full boy Take-Over." Mira explained.

Kurt turned to Elfman, Azure still in the blue mutant's arms. "So, that was the yell I heard a while ago." Kurt mused, and then he focused back on the situation. "So, did you guys find the Abyss Break power source?"

"Yeah," Gray answered, "it turns out that the power source is actually the Element 4. Once we defeated them, we stopped the spell from being cast."

"Well, your opponent must not have been very strong. You don't have a scratch on you." Kurt implied.

"Actually, I didn't get the chance to fight; I got lost." Gray said with a comical pout.

Kurt let out a small chuckle and a sigh of relief. "I guess you got off easy, Gray." His expression then grew serious. "However, while I'm glad you're okay, Phantom's got Lucy. We have to save her."

"Given how angry Natsu was when he heard the news, I'm guessing that he's right on that." Gray replied.

Elfman looked in the corner to see a traumatized Aria, still rocking back and forth and crying. "Okay, how did you do that to Aria?" Elfman asked.

"What did you do to him?" Gray asked in disbelief.

Before anyone could comment, a dark haze flowed into the large room. The group froze as the black cloud created unpleasant, horrid sensations in their bodies. Strangely, Kurt did not feel as sick as the others did, but he still felt the horrible sensation. It felt as if death itself was coursing around them, trying to take away their souls.

"What the?" Gray mumbled.

"What is it?" Mirajane wondered.

"Why do I sense death?" Kurt asked, confused by his reaction.

"Man," Elfman remarked, "I'm super manly and this is even giving me the creeps."

Azure merely whimpered in fear, even more than she did when Kurt fell into his own darkness.

"Whatever it is, it's pure evil." Mirajane said.

Suddenly, ominous clapping echoed through the massive, silent room. The group turned around to see a man wearing blue pants, a blue coat with a yellow trim, and black boots. His hair was black and tied up in a ponytail. He had a clean cut moustache and sickly black lips. However, the purplish-black energy radiating off his body is what caught their attention.

"Bravo. You are all quite keen. Very impressive, Fairy Tail wizards," Jose commended the group. "But, never in my wildest dreams did I believe it would be this entertaining. Destroying the Jupiter Cannon, disposing of my Element 4, and you even managed to bring my Giant to its knees."

"I know that voice. You're Master Jose." Kurt realized; the darkness coursing around the man began deeply unnerving him, but not as much as the others.

Elfman, Gray, and Mira's expressions turned into shock and horror. 'No way!' the former whispered.

"He's Phantom Lord's master?!" Gray yelled.

'_Oh no,_' Mirajane thought while holding a hand over her mouth. '_It's like a dark cloud is hanging over him. It makes me sick just to be near him._'

"With the exception of the black haired one, you've all managed to impress me. Now it's time I returned the favor." Jose stated.

Kurt, Elfman, Gray, and Azure got over their fear and took different stances, the latter transforming and standing by her master's side. Kurt and Azure stood behind them as he cracked his knuckles.

"You guys ready?" Kurt asked.

"Oh, yeah," Elfman and Gray replied.

Jose smirked sinisterly. "I'll return it in full."

Gray took a stance, and chanted, "**Ice Make, Saucer!**"

Elfman held up his right arm, a magic circle appearing on top of it. "**Beast Arm!**"

"Wait!" Mirajane screamed, however, her protests fell on deaf ears as Elfman and Gray jumped at Jose.

All of a sudden, an amethyst circle appeared in front of Jose, and then a volley of purple jellyfish-like ghosts fired out from it. Gray and Elfman shouted in agony as the ghosts blew them backwards, where they crashed on the floor.

"Elfman! Gray!" Mirajane cried.

Kurt turned and glowered at Jose while Azure growled in anger at him. Before either of them could move though, the darkness mage moved his hand in a swift arc pattern. As a result, a red explosion of magical energy sent the group, minus Kurt and Azure, careening back. They landed on the other side of the room, hitting the stone floor hard, put out of the fight immediately.

Kurt fashioned an emergency **Shadow Shield** with only enough time to make one for himself and the still injured Azure; however, the sensation he received from the presence of the attack greatly unnerved him. He let out a mighty yell as he unleashed a barrage of **Shadow Blasts **from the dark blue magic seals in his hands. Jose merely smiled and held out his hand, unleashing a torrent of purple and black energy that destroyed Kurt's attack.

The whirlwind of dark magic continued, sending Kurt careening back, holding Azure as she transformed back into her puppy form. Kurt made sure to take the full impact when he hit the wall, making him spit out blood in the process. Kurt staggered to his feet, but he stood defiantly against Jose, oddly feeling exhilarated. In retaliation, Kurt summoned a barrage of **Shadow Blasts** from his hands, after setting Azure down, targeting Jose.

Jose held out his hands horizontally, smaller violet beams shot out from his fingertips and intercepted all of Kurt's attacks, causing a dark explosion from their respective magic in-between the two. When the dark cloud dissipated, the blue mutant and the master of Phantom Lord were both standing tall, the latter with a calm and superior look on his face. Azure merely watched because she sensed that her master wanted to fight him alone.

"Fascinating," Jose remarked. "I've heard rumors that you received your Shadow Magic a little over a week ago, am I right?"

"Yeah, so what?" Kurt retorted.

"I'm very impressed. In the short amount of time you have received your magic, you were able to tap somehow into a hidden level of Darkness Magic that even I have not experienced. Even more surprising, you used that power to take out Gajeel, half of the Element 4, and my Jupiter Cannon. You have only scratched the surface of your potential, demon." Jose praised.

"What are you getting at?" Kurt asked defiantly.

"It's very simple; join me and I can make you my strongest disciple. What do you say?" Jose offered.

"That whole deal sounds ziemlich lahm." Kurt said, briefly in his native tongue. "Besides, your Guild hurt my friends, put my dog in the hospital, and you held everyone in Magnolia at gunpoint. I'd rather die than join you."

"A pity. I needed someone to take over Phantom Lord when I retired. Oh well, I guess I'll just have to kill you." Jose said resignedly.

"My old team has dealt with people way more powerful than you and they always came out on top." Kurt said, narrowing his yellow eyes at the black haired man. "I wasn't a member for that long, but believe me, I earned the right to be called an X-Man, and now I'm going to prove it."

A wicked, malevolent smile too shape on Jose's black lips. "Powerful, arrogant, and overconfident…all the qualities I desired in my successor. If it wasn't for that morality, you'd have been perfect."

The duo stared down at each other, Kurt clenching his fists in anger. For some reason, after being hit by Jose's Shade Magic, Kurt began to feel nauseous, but at the same time, stronger. The tension between them was palpable. Finally, Kurt teleported in a puff of dark blue smoke and reappeared behind Jose, readying his **Shadow Blast Volley**. The darkness mage merely grinned evilly as he held out his hand and fired an ethereal pillar at his opponent without even looking. The blue mutant unleashed his attack, which felt stronger for some reason, at the incoming pillar.

As a result, an explosion of purple ghostly energy shrouded the room, and even shook the building a bit. The battle between the former X-Man and the master of Phantom Lord had begun!

**Fairy Tail Courtyard 5:00 PM**

Erza, still clad in her Flame Empress armor, was slashing her sword in the air and sending multiple fiery waves at the countless Phantom soldiers that were attacking them. All of the Fairy Tail wizards were growing weaker and tired, but they continued the fight.

"Geez, these things just keep coming," Cana said as she threw a few cards on the ground underneath a group of soldiers. Suddenly, bright light shone out from the cards and immediately destroyed the Shade constructs.

"Indeed," Erza replied. "I actually might have to change into my Armadura…"

Suddenly, the mighty Titania froze in midsentence. An expression of alarm casted on her face whilst her eyes widened. At that moment, she felt an eerie, deathly feeling seep into her body. It made her sick. In response, Erza fell to a knee, clutching her stomach in pain.

"Erza!" Cana shouted. The card mage ran over to her comrade and kneeled by her.

Erza was lost in her thoughts. The source of the sickening disturbance came from Phantom's Guild Hall. As she looked up at the Giant, she felt her insides twist. Whatever caused this disturbing sensation, Erza could not ignore it anymore. Her friends needed her.

"Cana, you and the others hold the fort here. I have to go." Erza commanded, standing right back up.

"What's wrong Erza? You need the toilet?" Cana asked, thinking it was a stomachache.

"No! I am sensing something evil and very powerful coming from Phantom's headquarters. I cannot ignore it anymore. I must assist my friends while I still can." Erza answered.

The card mage nodded in understanding. "Don't worry! We'll hold on for as long as we can."

Erza smiled and nodded. A golden light shrouded her body. When the flash faded, she adorned her Black Wing armor. Erza crouched low and leaped into the air, flying at top speed towards the giant robot.

**Giant's Command Center 5:05 PM**

Lucy cried out as she was thrown into the stone wall for the umpteenth time. Her clothes were torn and her body was beaten. From the middle of the room, Gajeel shifted his iron-club arm back to normal.

"Come on," Gajeel taunted, "you got to sing better than that."

Lucy whimpered slightly, the intense pain coursed through her body.

"Too bad," Gajeel sneered, "your heart is just not in it."

"Hey Gajeel, hasn't she had enough?" a Phantom mage implied, standing alongside a small group of other wizards. "Besides, Jose said he doesn't want her getting hurt or nothing."

Gajeel cocked a brow. "But what else am I supposed to do?" He turned away, his expression growing serious. "I can't believe he leaves me babysitting while he gets to have all the fun, just because Demon Boy won our fight by chance."

He shifted his left arm into an iron-club and stepped towards Lucy, who was still on the ground trembling.

"Anyways, I'm just playing with my new toy." Gajeel said menacingly.

"Yeah, but if the master catches you doing this, we're all going to be in trouble." The mage stated.

"Shut up!" Gajeel snapped back. "I know Jose thinks she's important, but she's just another piece of Fairy scum to me. Even though she is a girl, she is still a wizard. She should've known what she got her big butt into when she joined Fairy Tail."

"You're taking this too far, man. Let it go." A dark-skinned man wearing shades and a white jacket named Boze urged.

"Master's going to kill us all, isn't he?" a dark- skinned girl named Sue added.

"Well then, I'll just tell him it was all your idea." Gajeel threatened before he began laughing.

Boze and Sue both sweat dropped in anxiety. "Please don't do that," they both said in unison.

Gajeel then turned back to Lucy, who was steadily picking herself up from the floor. "Aw, I kind of feel sorry for her. Her fellow guild members didn't even want her back until they found out that her old man was loaded."

To the Iron Dragon Slayer's surprise, Lucy actually smirked and chuckled. As she shakily stood up, she said, "Geez, you're so dumb. I can barely believe it. It is just sad. I actually feel sorry for you. "

"What? Did she really just say that?" Boze asked in disbelief.

"Is this big-breasted cow really talking smack to Gajeel?" Sue added.

Lucy looked straight at Gajeel, a confident smile on her bruised face. "Phantom Lord, huh? Ruler of the Spirits? Oh please, you don't scare me at all."

Gajeel smiled sinisterly. "You shouldn't have said that."

Without warning, Gajeel extended an iron-club and slammed it into Lucy's abdomen, pinning her against the wall.

"You've got some nerve running your mouth like this, princess. I have to admit, you got guts." He then pulled back his arm, letting her fall to her knees in exhaustion and agony. "Make some noise! But not this trash talk act you're putting on, I want screams! And if I don't start getting what I want, you're going to be sorry!"

Despite the agony she was enduring, Lucy looked back up with a smirk. "Then, why don't you just go ahead and finish me." Lucy retorted with steel in her voice. "Then, _**you're**_ going to be sorry. Just you wait."

"Oh yeah, who's going to make me?!" the Iron Dragon slayer demanded. "I'm curious.

The other mages of Phantom Lord could only watch the scene in front of them, but they had to concede, Lucy was either brave or stupid.

"Fairy Tail," she replied. "They'll never let you get away with this. And if I were you, I'd be watching my back from now on…because the world's strongest Guild will come for you!"

Gajeel's eyes narrowed at the blond haired girl. "So, you honestly think that they'll come after me, huh?" Then, a wicked, delighted grin took form on his face. He changed both of his arms into iron-clubs, crossing them on front of him. "Sounds like fun!"

Gajeel then leaped at Lucy, the heel of his boots aimed for her face.

"Gajeel!" Boze shouted.

"Stop!" Sue yelled.

However, an instant before Gajeel's foot met Lucy's face; the floor beneath him erupted in flames. Suddenly, a wall of fire formed between Gajeel and Lucy. Without warning, a pissed off Natsu jumped out of the fire and delivered a wicked haymaker into the iron mage's face.

Gajeel went flying back, but he managed to flip midair and land on his feet. He looked up to see Natsu standing before him; his body became engulfed in flames that were taking the shape of a dragon. The Fire Dragon Slayer let out a long, mighty yell with his arms held up in a 'powered up' fashion.

The Iron Dragon Slayer grinned. "So I was right. I knew I smelled him here."

Lucy, meanwhile, smiled in relief. "It's Natsu." She said softly.

"**AAHHH!**" Natsu bellowed.

"**GAAAJEEELLL!**"

Meanwhile, still scaling outside of the giant, Juvia inched closer and closer to the Command Center, still carrying Natsu's waistcoat. She froze when she heard his familiar voice bellow from the Giant.

"My darling, please, wait for me." Juvia said to herself as she continued scaling down the building.

**Phantom Headquarters Interior 5:10 PM**

Kurt went sliding back from the blast of ethereal energy, although, he began to feel more queasy and powerful when the explosion ended. Azure merely watched from the top of the stairs, knowing to stay out of this fight. Suddenly, Kurt's mind had relapsed into a similar sate when he fought Aria, only for him to regain control quickly. This was strange since he controlled his anger, so why did his mind relapse like that?

Before he could question it, Jose disappeared into thin air, like Aria. In an instant, Jose appeared on a fallen piece of debris behind Kurt. With a malicious smile, the darkness mage charged up with several more purple ghosts and fired a ghostly beam into Kurt's back.

The strange feeling he received from before prevented him from teleporting in time as the blast sent the blue mutant careening forward. He landed on his chest and rolled over a couple of times before smacking into a wall, denting it in the process. Kurt groaned, using his arms to pick himself up. Now that feeling of nausea and power returned, but Kurt's nausea overwhelmed him to the point that he almost vomited, until he regained control.

Jose started to laugh maniacally as he held out his right hand, shooting a barrage of smaller amethyst blasts at Kurt. Kurt, however, was barely able to teleport away in time, letting the blasts destroy the spot where he had been previously. Unfortunately, when he emerged, he immediately vomited on the floor, much to his disgust.

'_Warum fühle ich mich so krank?_' Kurt thought in his native tongue as he began to feel dizzy.

Jose vanished in the blink of an eye again. Before the delirious Kurt could process what happened, Jose appeared floating in front of him. With his fist charged with Darkness Magic, Jose sent a devastating right hook into Kurt's face. This time, the dizzy blue mutant went flying back, causing him to crash into the other side of the room.

A long, painful groan emerged from Kurt's throat. The pain was flowing over his body; the magic that Jose shot at him somehow worked as a double-edged sword on him. While he felt stronger than he ever did before, the nausea caused by it made it impossible for him to use it. Jose, standing on the other side of the room, smirked at his opponent who was clearly in pain.

"Pity," Jose commented snidely, "I was expecting more out of a candidate as my successor, dearest demon. Do pray tell, why do not you save yourself and join me? I would hate to waste such talent."

Kurt brought up his head, shooting Jose a determined glare. "My name is Kurt Wagner, and I would rather die than join you!"

"Then so be it. I'm eager to see how long you can last before you listen to reason!" Jose roared, holding out his hands and firing another round of his **Dark Beams**.

As the small, amethyst projectiles flew towards him, Kurt dodged to the side. After avoiding the attack, he teleported in a puff of blue smoke behind Jose, only to vomit again, much more violently.

"Are you sick, or are you so scared that you can only vomit in fear of me?" Jose mocked.

"I don't know. All I do know, is that I'm…I'm…I'm going to fall down now." Kurt declared as he collapsed in a sickly state.

"Pathetic demon. Where was the warrior who crippled my defenses, huh?!" Jose demanded as he held Kurt by his shirt collar.

"I will never give up. I don't have any idea why this is happening, but I'm still not joining you." Kurt woozily declared, slipping in and out of unconsciousness.

"Foolish novice, I suppose I'll have to shed some light on the subject." Jose said halfheartedly.

"What…do…you…mean?" Kurt asked, breathing heavily.

"All users of Shadow Magic can replenish their energy by absorbing their element from another user of the magic. However, because of our differing fuels in our magic, your body takes in my attacks, but it makes you far too weak in the process. That's the only explanation, demon." Jose elaborated.

"So, you mean…I can't beat you?" a disoriented Kurt asked.

"Of course. It was obvious from the start. I just did not know that it would be so easy. Now, last chance; will you join us?" Jose asked, making one final bargain.

In response, Kurt spit in his face, a mixture of spit, vomit, and blood, much to Jose's disgust as he relinquished Kurt from his grip to clean his face. As much as Kurt wanted to, he did not have the strength to fight anymore and merely laid on the floor, a rebellious smile on his face.

"Very well. Die you Fairy scum!" Jose roared violently. He then stepped back and held out his hands, unleashing purple, ghost shaped tendrils that wrapped around Kurt, hoisting him up in midair. Kurt could not break free even if he wanted to; his strength was too far gone with his nausea. Despite that, Kurt felt an enormous amount of pain and yelled in unbearable agony.

The Phantom master smiled in wicked pleasure. "Yes it hurts, doesn't it, Wagner? This is my **Shade Entangle**. The more you struggle, the stronger the grip becomes, and the more pain you receive. If only it could increase if you had any strength left."

To prove a point, the crimson lightning coursing around the ghostly tendrils electrocuted Kurt, bringing him even more pain. Jose sneered as he tortured his victims; the screams were like music to his ears.

"It's ironic. Based on what I have seen, you were strong enough to be on par with any of Fairy Tail's S-Class wizards, but against me, you are just an immature Darkness Magic user!" Jose mocked. "I'll admit, you lasted longer than my other opponents, but you couldn't even land a single blow on me, and your dog is just watching in fear. Do you have anything to say?!"

Kurt slowly succumbed to his wounds, ignoring Jose's demand. In retaliation, Jose merely increased the pain level, which shocked Kurt back to reality.

"Since it is clear you wish to die with Makarov and the rest of his Fairy scum, I'm more than happy to make that wish come true." Jose said with wicked glee.

As Kurt began to wonder if this is how he would die, suddenly, the pain ceased. In fact, the ghostly tendrils vanished. When he fell to his hands and knees, barely able to stay awake, he looked up in time to see Jose get blown back into the wall, a pile of debris falling on top of him.

Kurt blinked in confusion; what happened? He got his answer when he felt someone land beside him. Kurt looked up to see Erza, attired in her Black Wing armor and a sword held firmly in her hands. He then noticed that Azure snuggled up to him on his other side.

By reading her facial expression, the blue mutant could easily see that she was pissed. However, when she turned her gaze to Kurt, her expression changed entirely into concern as she kneeled by him.

"Kurt, are you okay?" Erza asked.

The blue mutant groaned, steadily standing back up, strangely feeling much better in her presence. "Y-yeah…" he replied as he turned to her. "Thanks for the save; but why are you here? Not that I'm complaining."

"I got an uneasy feeling that I couldn't ignore." She answered. Erza turned her sights to the pile of debris on top of Jose. "It seems my gut was correct. Still, are you going to be alright?"

"I'll be fine Erza. For some reason, I feel a lot better when I'm around you." Kurt said, lightly blushing.

Erza began heavily blushing at the sentiment before turning around and hastily responding, "I'm glad that I make you feel that way."

"There's no one else that does that, Erza." Kurt answered, giving her a toothy smile.

"I'm glad." Erza said; unware that her blush intensified and her heart was beating out of her ample chest.

All the while, Azure somehow had a light blush on her cheeks as she sensed what was happening between her master and Erza.

All of a sudden, a brilliant explosion of Darkness Magic exploded out from the rubble. In its wake was a furious Jose. He turned his creepy, black eyes to Kurt and then finally to Erza.

His onyx eyes narrowed in disdain. "I hate to interrupt this moment, but I was hoping that Erza would join this little fight of ours. Now, I get to wipe out two of Makarov's most powerful wizards at once!"

Kurt, Erza, and Azure regained their composure and took stances, ready to stand their ground, the latter transforming to do so. "This guy is tough…so tough that I couldn't even land a single hit. How do we beat him?"

Titania was silent as she contemplated on a possible strategy to fight Jose. She knew that he was very powerful; he had to be. He was on par with Makarov. Nonetheless, she knew that Kurt, herself, and Azure were powerful as well, even if Azure was injured. There was only one option.

"He's just as powerful as Master Makarov." Erza said. "The only chance we have is if all three of us fight together."

"My thoughts exactly, Erza." Kurt replied while Azure growled in agreement.

"Killing you two will be a pleasure! A shame that the demon's dog gets caught in the crossfire!" Jose jeered maniacally as he lit up his hands with Darkness Magic and fired another ethereal tornado at the trio.

**AN: Well, this was not as long as I expected it to be, but it serves its purpose for a cliffhanger. Time to recap. So, Kurt's magic: yes, I allowed him to be able to ****absorb ****Shadow Magic, but it needs to be compatible otherwise he gets sick. This was so that he would not become too OP and it gives him some limits with his magic. Also, him losing control against Aria is what happens when negative emotions consume him. It will not happen often, but it may still happen. I also underlined "absorb" because I want to make it clear that it is not the same as Dragon Slayer Magic. They eat their element; Kurt needs to make contact it in order to absorb it. **

**Also, as for Kurt feeling better in Erza's presence, that is what happens when he feels love; it makes him feel stronger and it was what snapped him back when he lost control against Aria. A bit of impressive ship tease, right? Speaking of which, I will make sure that Kurt and Erza kiss for real by the end of the Tower of Heaven arc. They might come close, but remember, KURT IS A MUTANT. He does not feel right to pursue a relationship with Erza because of his appearance, yet. The spark is there with them, it will just ignite by the end of the Tower of Heaven arc.**

** In addition, Juvia coming down the Giant will cause a big change in Natsu and Gajeel's fight, but it'll be necessary when you read the conclusion of the arc. Just don't do anything rash when the next chapter comes out. Also, Kurt and Azure being immune to Aria's Drain spell, I'll reveal that in the original arc I have planned after the end of the Phantom Lord arc. **

**Now, on to other business. The next update may take a while, but I will try to finish this arc before Christmas. The mid-terms are coming up and I have work I need to finish before Monday. So, rate, review, and I'll be back with the next update as soon as I can. In addition, the German translations in order are, crybaby, coward, sinful wretch, what have I done, pretty lame, and why do I feel so sick. **

**Next time - Ch 13: Phantom Lord Part 5**


	13. Chapter 13

**AN: I would like to thank all my loyal fans for their support in this story. I am a little disappointed at the small feedback I received from the last chapter, but this will rectify that, hopefully. This is it, the conclusion of the Phantom Lord Arc! **

**Now, the adventure continues! **

X-Tail

Ch 13: Phantom Lord

Part 5

_Previously on X-Tail…_

_His onyx eyes narrowed in disdain. "I hate to interrupt this moment, but I was hoping that Erza would join this little fight of ours. Now, I get to wipe out two of Makarov's most powerful wizards at once!" _

_Kurt, Erza, and Azure regained their composure and took stances, ready to stand their ground, the latter transforming to do so. "This guy is tough…so tough that I couldn't even land a single hit. How do we beat him?"_

_Titania was silent as she contemplated on a possible strategy to fight Jose. She knew that he was very powerful; he had to be. He was on par with Makarov. Nonetheless, she knew that Kurt, herself, and Azure were powerful as well, even if Azure was injured. There was only one option. _

"_He's just as powerful as Master Makarov." Erza said. "The only chance we have is if all three of us fight together." _

"_My thoughts exactly, Erza." Kurt replied while Azure growled in agreement. _

"_Killing you two will be a pleasure! A shame that the demon's dog gets caught in the crossfire!" Jose jeered maniacally as he lit up his hands with Darkness Magic and fired another ethereal tornado at the trio. _

**Phantom Headquarters Interior 5:15 PM**

With his nausea faded, Kurt quickly jumped in front of Erza with Azure by his side. He quickly unleased his **Shadow Cyclone** from his dark blue magic circles in his hands, only for an almost white shade of blue aura to surround it while Azure unleashed one of her roars. The attacks combined and canceled out the swirling blast. However, the force of the attacks collision sent Kurt and Azure skidding back a few meters. As soon as Jose ceased his attack, he lifted an eyebrow when he did not see Erza anywhere.

'_Now, where did Miss Titania go?_' Jose thought wickedly.

Erza made her presence known when she flew at Jose and attempted to slash him. Master Jose, however, saw this coming and simply sidestepped the attack.

He grinned sinisterly. '_Ah…there she is._'

Erza slashed at him relentlessly, trying to land a blow, but Jose avoid them all effortlessly. When she lunged at him, Jose grabbed Erza's forearm, spun around and threw her across the room. In midair, she corrected herself and landed on her feet.

With Erza out of range, Kurt unleased his **Shadow Blast Volley **from dark blue magic circles in his hands, only for an even brighter shade of the previous aura to surround it. Azure assisted by lending one of her roars. The attack managed to hit and threw Jose into the nearest wall. The impact with the wall caused stones to fall and a debris cloud to form around the darkness mage, blocking the trio's sight of Jose.

They were all expecting him to emerge from the dust cloud; pissed off. However, they saw an unpleasant surprise when the sadistic wizard suddenly appeared behind them. Kurt was blindsided by a powerful punch, coated with purple energy, to the face. Kurt went careening back, barely able to teleport himself before he hit the wall.

Without looking, Jose ducked low to avoid what would have been a lethal swipe from Erza. Azure tried one of her magic roars, but the darkness mage effortlessly dodged that as well. Erza then slashed vertically, but Jose simply dodged that blow as well, a confident, smug grin on his face. This only enraged Erza and Azure who tried to hit him, but to no avail. Despite the numbers advantage, Jose evaded every attack.

Jose then went on the offensive, holding out his hand and flicking his finger at Erza and Azure. The result was a small, but powerful, projectile of violet energy smacking into them, which sent them both flying backwards into a pile of rubble.

Kurt managed to compose himself from Jose's last attack in time to see Erza and Azure get blown back. His yellow eyes widened a bit from shock. Jose simply flicked her and Azure away like insects! Kurt glared at the darkness mage, his heart in pain from the sight of this. He summoned his dark blue magic in both of his hands and unleashed two **Shadow Blasts **from his palms.

Strangely, the same light blue aura appeared to surround the attack, much to Kurt's confusion. Nevertheless, the attacks hit and sent Jose to his knees in pain. The floor underneath Jose's feet dented downwards into a bowl when the smoke cleared.

Despite the new pain that Jose felt from Shadow Magic, he brought up his head and scowled at his opponent, angered that he had not been able to absorb his Shadow Magic. The darkness mage let out a fierce cry as he shot out an amethyst tendril of ghosts from his magic seal. Kurt tried to teleport away, but Jose was too fast as a ghostly hand wrapped around him and tossed him into Erza and Azure. The trio slammed into each other with a loud smack; all three of them groaned in pain from the impact.

Jose put his hands behind his back and smiled. "Hmm…you three are quite impressive, power-wise but, your magic is futile compared to me."

The trio shakily got up and glared daggers at Jose. All three of them were keen enough to know that what they were doing was not going to work. They needed to try something else.

'He is right, Erza.' Kurt whispered. "We need to shake things up."

Erza took a stance and held her sword ready for a possible attack from Jose. "I agree, but what? His attacks are very strong."

"I think I have a plan Erza, but all three of us need to work together." Kurt said.

Kurt shared a nod with Azure and she transformed back into her puppy form; much to Erza's and Jose's confusion.

'Erza, when this goes down, attack Jose with all you've got.' Kurt whispered softly as Azure jumped into his arms.

"What are you talking about, Kurt?" Erza asked.

"This. Now girl!" Kurt yelled as dark blue magic seal appeared in his hands and a swarm of shadows emerged to consume Azure until she was inside a small ball made out of shadows.

With all of his strength, Kurt threw the ball straight at Jose at blinding speeds, hitting the darkness mage with absolute accuracy in the gut. When the ball made contact, Azure began running upwards and hit Jose's chin next before she rocketed towards the ceiling and bounced back to hit Jose in the head. The final insult was a groin-shattering attack on Jose's crotch, much to the darkness mage's pain. As he clutched his groin in agony, the shadow ball disappeared and Azure transformed, unleashing one of her magical roars, which sent the darkness mage careening back into a wall.

"Erza, now!" Kurt yelled.

Erza nodded in agreement. "Understood."

Usually, she would be the one giving the orders; however, she knew now was not the time. Besides, from what she had seen, Kurt was very capable of leadership and he had a good grasp in battle and fighting. From what she was told about his universe and what he's done since he arrived here, Erza was amazed by him, aware that she had a small blush every time she acknowledged that, much to her confusion.

Without wasting any more time, Erza summoned a focused blast of magical energy from her sword and hit the injured Jose perfectly.

When Jose arose from the rubble, his black, deathly eyes locked on the trio. "You're full of surprises, aren't you?! I'll admit I've never been in a fight this exciting before." A sadistic grin grew on his black lips. "After I finish you three off, I'll hang up your cadavers for all your fellow guild mates to see. They will have no choice but to surrender then! As for the dog, I guess I could use a new hat."

The blue mutant, the armor-switching knight, and the blue demon puppy all glowered at the master of Phantom Lord, or in Azure's case, growled.

"Our guild will never surrender to a despicable man like you!" Erza snarled.

"The rothaarige Göttin is right." Kurt added, complimenting her in his native tongue briefly. "There's no way we're going to let you win."

Azure merely growled menacingly at Jose, transforming as she did so.

"Actions speak louder than words!" Jose roared as he held out his hand and unleashed a barrage of **Dark Beams **at his opponents. Kurt merely grabbed onto Erza and Azure to get them out of harm's way. When they reappeared in a puff of dark blue smoke, the trio stared at Jose before Kurt broke the ice.

The blue mutant smirked cheekily. "I couldn't agree more!"

His hands summoned dark blue magic seals, surrounded by the previous aura, only much brighter and warmer than before. Kurt nodded to both Erza and Azure before he unleashed it.

"Jose, face the power of my **Dear Shadows!**" Kurt said as the attack took form from his hands, unleashing a black and white attack, surrounded by the aura. Jose barely had enough time to avoid it, but he could not evade the explosion in time and fell backwards. This gave Erza and Azure enough time to run, or in Erza's case, fly, toward him and delivered a combo of a diagonal swipe from Erza and a magical roar from Azure. Jose cried in pain as he slid back even more. A big gash went diagonally across Jose's blue coat and into his skin, a little blood trickling from the injury. His ears were also ringing, courtesy of Azure.

His black eyes widened. This scum had actually injured him; the master of Phantom Lord? He clenched his teeth, his anger reaching the boiling point. He aimed a fierce glare at the trio, who were all running towards him.

Suddenly, a dark, violet circle appeared in front of Jose. Out from the seal, several purple, jellyfish-like ghosts shot out and hit the trio before they realized it. All three crashed into a wall and landed on their feet, or in Azure's case, paws, grunting as they did so.

They looked up and were a bit startled to see purplish-black energy coursing all around his body, but this time, it looked far more intense. His dark, sickening eyes honed in on them. Nevertheless, the trio took battle stances beside each other, ready to fight Jose once more.

**Giant's Command Center 5:17 PM**

Back in the command center, a group of wizards of Phantom Lord all looked on in shock at the two Dragon Slayers staring at each other, their focus being on Natsu as flames surrounded his form.

Gajeel chuckled. "I guess it's not too hard to catch a Salamander if you use the right bait."

"Unlike you Phantom creeps, I look out for my friends!" Natsu retorted angrily. I won't let you lay a hand on her!"

Lucy smiled warmly, touched by her friend's declaration. 'Natsu," she whispered.

Without looking back, Natsu warned, "Stay back. This could get ugly."

"Uh…Gajeel?" Boze said warily.

"This one's mine." With a wicked grin, Gajeel leaped at Natsu and turned his arm into an iron-club, extending it out to attack Natsu.

"Oh yeah!" Natsu yelled as he caught Gajeel's club, spun it around, and threw him into a wall.

Gajeel made sure to hit the wall with his feet, and held up his arm in time to block a powerful, flaming punch from Natsu. The strong blow tumbled apart the walls of stone behind Gajeel as a cloud of ash dispersed throughout the room.

The Phantom mages cried out in fear as they ran away from the falling debris. "We got to get out of here!" a terrified Phantom wizard cried.

Gajeel and Natsu both jumped out of the ash cloud, the latter's fist engulfed with flames. The Iron Dragon Slayer was unprepared as Natsu delivered a nasty right hook into his face. Gajeel went flying back until he crashed into the wall on the other side of the room.

The wall had dented inward, Gajeel lying in the center. He rubbed his chin and frowned. He was inwardly impressed and surprised that Salamander had managed to hurt him. Gajeel looked up in time to see Natsu jumping at him with his flame-covered feet.

"**Fire Dragon Talon!**" Natsu roared.

Gajeel brought up his iron-club arm to block the attack. This resulted in an explosion of smoke and fire that sent Natsu careening backwards.

Lucy, meanwhile, watched the battle with concern and surprise. She could not believe how violent Natsu was against Gajeel. Lucy lost her train of thought when Happy walked up to her in worry.

"Hey, are you okay?" Happy asked.

Lucy turned to him and smiled. "Happy," She then turned her attention back too Natsu, who was walking out of the dust cloud, an enraged scowl on his face. This startled her slightly, for she had never seen Natsu this angry before. "I've never seen Natsu like this."

"Aye," Happy replied. "He's really fired up now. I wouldn't want to be that other guy."

Lucy gulped and nodded her head in agreement, before she noticed something about Natsu.

"Happy, what happened to Natsu's waistcoat?" Lucy asked.

It was true. After his battle against Juvia, Natsu only wore his signature scaly scarf, white trousers, and black sandals. His torso was completely bare.

"He lost it in a fight, let's leave it at that." Happy replied, not wanting to reveal Juvia's feelings for Natsu, yet.

Gajeel pooped his neck and smirked. "For being Fairy scum, you sure are cocky, even if you are half-naked."

"You're the scum here, buddy!" Natsu countered. "Also, I gave my waistcoat to Juvia because I didn't want her to be uncomfortable after our encounter."

"What the hell are you talking about, Salamander?!" Gajeel asked, very angry that Natsu mentioned Juvia for some reason.

"I mean, we went at it pretty hard, but she was really happy after we finished. After she fell asleep, I came to find you." Natsu explained, unaware that his explanation caused Lucy's and Gajeel's faces to turn red, the latter's due to anger.

"What did you do to Juvia?!" Gajeel asked angrily.

"What do you mean? We had a good time and I left her there." Natsu innocently explained.

The iron mage's face turned red, his eyes literally on fire as he glared at Natsu angrier than he ever had before.

"**I'M GOING TO KILL YOU FOR SULLYING JUVIA!**" Gajeel ferociously roared.

The two Dragon Slayers yelled as they charged at one another, Natsu confused, but excited by Gajeel's anger. Gajeel's right arm morphed into an iron-club whilst Natsu attacked with his flame-covered hands. They sent right hooks at one another; however, both were able to dodge them, Natsu barely doing so against an enraged Gajeel. Gajeel quickly turned around and extended his club at Natsu's feet. He was able to jump over the attack and lunge himself back at his opponent.

However, Gajeel swiftly changed his iron-club into a long, sharp black blade and swiped it at Natsu, forcing him to jump back. Natsu wiped his mouth of blood as he glared back at Gajeel.

"That's a pretty sharp toy you got there." Natsu admitted.

Suddenly, spikes began to grow out from the edges of the sword, which gave the appearance of a deadly looking saw blade.

"This is the **Iron Dragon Sword**. Anything it touches is cut to shreds, especially perverts who take advantage of my friend!" Gajeel bellowed. Without warning, the spikes started to spin around the blade, much like a chainsaw. "I thought I'd give you an up close and personal demonstration!"

"Ooh, I'm so scared!" Natsu sardonically retorted, confused, but excited by Gajeel's demeanor.

Lucy and Happy, however, were both startled to see Gajeel's lethal weapon. "How is he doing that?!" Lucy screamed.

"It's Iron Dragon Slayer Magic!" Happy replied fearfully.

Gajeel laughed maniacally as he leaped high toward Natsu, his sword reared back to its zenith. Natsu jumped back as Gajeel's sword struck the floor. The force of the attack created a large crevice in the floor, knocking over various Phantom mages in the process. Gajeel swiped his blade at the floor again, only for Natsu to dodge the attack once more.

"Not so cocky now, are yah pervert?!" Gajeel mocked as he swiped at Natsu, but the fire mage managed to evade every attack. "I think you're scared!"

The Iron Dragon Slayer slashed left, right, and then vertical, forcing Natsu to jump back as he slid across the floor.

"I'll give you credit for being such a nimble Fairy, even though you took advantage of Juvia." Gajeel remarked.

"What are you talking about?" Natsu asked, confused.

"Don't play dumb, Salamander! I know you had your way with her!" Gajeel angrily accused.

"What do you mean by that? I just had a little bit of fun with her." Natsu innocently replied, unaware of the suggestive meaning in his explanation.

"Stop acting all innocent and just admit you defiled Juvia!" Gajeel furiously implied.

"Wait, what?" Natsu confusedly asked.

"I'm done talking, you sex-maniac!" Gajeel bellowed.

"About time. You're no slouch yourself." Natsu growled.

Gajeel converted his sword back into his normal arm, grinning wickedly at his adversary. "Not only do we have an old score to settle, but I'm going to enjoy beating you senseless for what you did to Juvia!"

Natsu wiped his mouth and scowled, although he Gajeel's anger still confused him. "I don't know what the big deal is. Juvia enjoyed it as much as I did after she passed out. Still, let's go Gajeel! I'm all fired up now!"

Suddenly, a bright mint green magical seal appeared under Gajeel's feet; however, it was the next development that really shocked the wizards watching the fight. Thick, iron reptilian scales covered Gajeel's body; sharp talons grew from his fingertips and toes, and his teeth became more serrated.

"Are yah ready, yah perverted Fairy?" Gajeel quickly jumped at Natsu with his fist reared back. "**Iron Dragon Hard Fist!**"

Natsu held up his forearm to block the blow, but the strength behind the punch sent Natsu flying back and he crashed into a wall. Gajeel's eyes glowed red as he chuckled maliciously. "Hearing you hit the wall is like music to my ears."

Natsu was on a knee, cringing in pain as he held his injured left arm where Gajeel had left a nasty blue and purple bruise.

Lucy placed her hands over her mouth, looking on in worry and fear for Natsu. "He took Natsu down with just one hit." She mumbled.

"That's because those scales on his body are as hard as steel." Happy explained.

Gajeel hit Natsu with an uppercut and then launched a powerful right hook that sent him careening back, Natsu got back up and charged at the iron mage once more. However, Gajeel lifted up his leg to kick Natsu, but the fire wizard managed to duck under the attack. Despite that, the strength behind his kick created a shockwave that formed a crevice in the floor and a strong gale as well.

Lucy's hair went flying back as Happy held on to her shoulders to keep from careening back. "Is there really that much wind coming from his kick?"

"He's twice as strong now that he's covered I those dragon scales!" Happy cried.

Natsu ignited his fist and punched Gajeel in the chin. Shockingly, the iron wizard was unaffected by the blow as he smirked at Natsu.

"Aw…poor little Fairy. That had to hurt, huh?" Gajeel jeered. "Hate to break it to yah, but your puny hand can't scratch this steel! This is what you get for what you did to Juvia!"

Natsu clenched his teeth while his eyes widened. However, the Fire Dragon Slayer finally staggered back and let out a long, pain-filled yell.

"He's got indestructible armor!" Lucy yelled in shock.

"Natsu!" Happy cried.

Natsu was rolling back and forth across the floor, yelling and holding his injured hand. "Oh, I'm fine! This does not hurt at all! Nope! Not at all!" he lied.

Lucy sweat dropped "Yeah…right."

"Aye," Happy agreed.

"Cut the act pervert!" Gajeel yelled as he head-butted Natsu, which slammed him into the ground. "You just don't want your friends to see you cry like a baby!" Gajeel then punched the floor, and the force from the attack sent Natsu flying back.

Natsu, although, managed to correct himself in midair, landing on his feet and sliding back a few meters. "Alright, I don't know why you're so angry at me, but it's time to blow you away, you walking garbage can!"

He slammed his fists together, which ignited his flames and summoned a fiery magic circle with the head of a horned dragon in the center. Suddenly, Natsu took a deep breath as his cheeks puffed out wide. "**Fire Dragon…**"

Gajeel inhaled deeply as well, letting his cheeks expand. "**Iron Dragon…**"

Both Dragon Slayers put both hands over their mouths like trumpeters as they shouted simultaneously, "**Roar!**"

A blast of iron particles shot out of Gajeel's mouth whilst a torrent of flames shot out from Natsu's. When the two breath attacks met, the result was a torrent of wind that sent the spectators flying back. After a moment, the outburst of magical energy caused a section of wall to explode, a few meters below Juvia.

"Please, I'm coming my darling." Juvia said to herself as she continued her descent to the command center, still holding on to Natsu's waistcoat with a light blush on her cheeks every time she inhaled its aroma.

When the commotion ceased, dust clouded the air of the ruined room. Gajeel and Natsu were both standing in the large gaping hole that their attacks had made.

"Looks like there's some pretty big differences between Iron and Fire Dragon Slayers, huh Salamander?" Gajeel smiled sadistically. His shredded tunic revealed his iron hard abs. "You can shower me with flames until you run out of hot air, but it's not going to crack my armor. On the other hand, my iron breath attacks will cut you into shreds!"

Lucy, who was leaning against a wall, whispered, 'Natsu.'

"Come on! Take him!" Happy encouraged.

Natsu lifted his head; his gray eyes honed in n the iron mage. However, to Gajeel's confusion, a smirk appeared on Natsu's face. "I can't crack your armor, huh? You sure you're not feeling a draft, buddy?"

Suddenly, the iron scales on the left side of Gajeel's face cracked, which made the iron wizard's eyes widen in shock.

"He did it." Lucy smiled.

"Look, I don't just breathe regular old fire. My **Fire Dragon Roar** can destroy anything it touches, most of the time." Natsu admitted, remembering his fight with Juvia. Suddenly, a fiery magical circle appeared underneath Natsu's feet as an inferno engulfed his body. "I think it's time we stop playing around! It's time to get to the real fight! I'm going to shatter you into a million pieces!"

A mint green light shrouded Gajeel's body as he chuckled maniacally. "Let's go!"

"Black Steel, I'm ready when you are." Natsu snarled.

"Sky's not big enough for two dragons, kid." Gajeel grinned. "So, I'm just going to have to take you down, Salamander!"

Lucy held her hand that had the Fairy Tail mark stamped on it over her chest, lightly trembling in nervousness. "Natsu."

While this happened, no one noticed that Juvia was observing this fight, barely able to make it in time to witness Natsu and Gajeel's conversation. While she wanted to stop this fight, her perverted mind was distracted by Natsu's bare chest. With this, she merely looked at the fight from the rafters after she climbed in through one of the broken windows.

'I love you, my darling Salamander.' Juvia whispered as she watched with a heavy blush on her cheeks and holding Natsu's waistcoat like a security blanket.

**Fairy Tail Courtyard 5:20 PM**

Meanwhile, out in the Fairy Tail courtyard, all the Phantom soldiers began to gather above the Fairy Tail wizards. They swirled together to form a humungous black and purple ball with two blood red eyes and eight long black arms with large hands.

"That thing's got creepy hands." Laki commented.

'That's the least of our worries!' Wakaba replied.

"Yeah, this is bad." Macao added.

The gigantic onyx ball hovered closer to the Guild Hall, lifted up its arms, and then smashed them into the roof. The Fairy Tail mages could only watch in horror as the monster-sphere continued punching the building.

"That thing's trying to tear down our Guild Hall!" Cana exclaimed in panic.

The mages directed their attacks at the large black ball; however, they could do nothing to stop their enemy as it tore down the Guild Hall.

**Giant Command Center 5:21 PM**

Natsu and Gajeel let out battle cries as they punched each other in the face. An explosion of iron particles, fire and dust shook the room, with Juvia barely able to hold on from the rafters as she let out a barely noticeable girly shriek. Unfortunately, the roof collapsed as both Dragon Slayers flew out of the building and high into the sky, unaware that Juvia lied comically in the pile of rubble with her butt in the air and swirls in her eyes. After getting a hundred feet over the Giant, Natsu and Gajeel stopped and floated in midair. The Phantom mages, Lucy, and Happy were shocked to see that they were flying.

The iron and fire wizards traded punch after punch. Each time one struck the other, it created an outburst of energy, similar to fireworks. A moment later, the two descended back down and landed on the opposite end of the Giant's horned head. Crouching low, both Dragon Slayers leapt at one another, until their foreheads collided with a loud smack; however, neither appeared to be injured.

After trading a few punches, they simultaneously kicked one another in the leg. The force from the blow caused the horn on the Giant's head to break off and fall into the command center. Lucy and Happy cried out as they dived to the floor, but not before Lucy noticed something blue in the roof's rubble.

"I think someone's trapped in the rubble! Happy, get it!" Lucy commanded.

"Aye, ma'am!" Happy said as he quickly flew over and tried to pull out the blue object from the rubble, to no avail. It seemed to be too big and heavy for the tiny cat to dislodge by himself, so Lucy joined in and both pulled with all their might, successfully dislodged the unconscious Juvia from the rubble, only for her surprisingly ample butt to be on Lucy's face when they pulled her out, much to Lucy's embarrassment.

"Holy, crap! This is Juvia from the Element 4!" Lucy cried, barely able to talk from Juvia's rear.

"I'm with you! What's she doing here?!" Happy cried out fearfully.

"Stop freaking out cat! Get her ass off of my face!" Lucy angrily muffled.

With all of his strength, Happy managed to pry the unconscious Juvia from Lucy's face, much to the blond mage's relief. However, both were confused when they saw that the unconscious Juvia holding Natsu's waistcoat like a security blanket.

"So that's what happened to Natsu's waistcoat. He gave it to her?" Lucy implied curiously.

"Aye. After the battle, Natsu felt bad for knocking her out, so he gave her his wet waistcoat as a pillow before we left. I thought she was still on the roof." Happy explained, not revealing Juvia's feelings.

"Well, what can we do?" Lucy asked, until she turned back to Natsu and Gajeel, still in the dust cloud.

"I say we bring her with us!" Happy yelled frantically as he and Lucy took the unconscious Juvia to safety with them, inadvertently leaving Juvia's coat behind, leaving her only wearing a blue strapless bra and matching panties. Her hat had already fallen off during her battle with Natsu. Lucy and Happy could not help but blush at the size of Juvia's surprisingly ample chest.

As the dust settled once more, standing by the giant horn in the middle of the room was Gajeel and Natsu. Both of them were a few meters apart, both panting heavily. A few sweat drops streamed down from Natsu's face as he took a moment to catch his breath.

However, he felt shock when Gajeel picked up a few pieces of iron and began to eat them. "What?! **HEY, THAT IS NOT FAIR MAN! YOU'RE EATING?!**"

Gajeel shrugged nonchalantly, and with a full mouth, he said, "So what?"

"I can't believe he actually eats iron!" Lucy commented as she tried to revive the unconscious Juvia.

"I wonder if it tastes any good." Happy wondered with a thoughtful expression.

After swallowing the iron fragments, Gajeel smiled widely. "Now, I got a fire in _**my**_ belly!"

"Hey! That's my line, pal!" Natsu yelled.

Suddenly. Gajeel let out a long, prolonged yell as his body flared with a brilliant mint green light. His power increased exponentially.

"Hang on! Where's all that energy coming from?" Lucy inquired apprehensively.

"It's because he ate all that iron." Happy answered. "When Dragon Slayers eat their element, they replenish their magical energy and increase their power."

Lucy then became more serious, even as she tried to revive the unconscious Juvia. "So, Natsu needs to eat fire."

"That would help, but he can't eat his own fire. It needs to come from an outside source." Happy grimly explained.

"Yeah, that's right. How can we make that happen?" the Celestial mage asked.

"Say, goodnight you perverted Fairy!" Gajeel summoned a magical circle as he straightened out his arm and aimed it at Natsu. "**Iron Dragon Lance…Demon Log!**"

All of a sudden, a volley of sharp iron projectiles fired from Gajeel's magic seal and bombarded Natsu. Natsu cried out in agony as the iron lances struck his body.

Lucy quickly dug around her skirt pockets, frantically searching for the only key she had left in her possession, the one from Galuna Island. She then pulled out the golden key with a green anchor emblem. "The only key I have left is Sagittarius, but we haven't worked out a contract yet."

Her determination grew after seeing Natsu getting hurt again. "I don't care! This is the only chance we have right now."

**Fairy Tail Courtyard 5:25 PM**

The wizards of Fairy Tail continued attacking the giant ball monster; to no avail. It seemed that the phantom sphere was immune to their magical attacks. It continued punching the Guild Hall with its multiple arms, destroying it further with each hit.

Cana cried out, wanting to charge at the monster; however, Macao was holding her back. "No! Let me go!" she yelled desperately.

"There's nothing you can do!' Macao stated.

"Erza trusted me to protect the Guild Hall. I can't sit by and let it get destroyed!" Cana protested.

Nevertheless, Macao still held her tight and prevented her from charging in blindly.

**Giant Command Center 5:26 PM**

Natsu weakly stood back up. His energy levels were very low whilst Gajeel's was still high after consuming that iron. Natsu, who at first was giving Gajeel a fair fight, was now getting his ass kicked.

Lucy held out her hand and chanted, "I call upon thee in the World of the Celestial Spirits! I beckon you to my side at once! Pass through the gate!" Suddenly, a golden light flared from beneath the blond mage's feet. "**Open, Gate of the Archer, Sagittarius!**"

With a sound similar to a bell, a tall man in a brown, anthropomorphic horse costume appeared. He held a bow and a quill full of arrows strapped to his back. He also wore a white shirt, a green vest over it, and red and white striped pants.

"Well howdy do, my lady." Sagittarius greeted, saluting Lucy while doing so.

"Whoa! That really worked!' Lucy exclaimed as she began slapping Juvia to try to wake her up.

"What's with the horse costume?!" Happy asked.

"Look, I'll explain later, but can you shoot fire?" Lucy demanded, taking a break from slapping Juvia.

"No, but I do have a profession in archery. Yes, indeed." The spirit replied as he saluted the air.

Lucy and Happy's expressions fell. "Oh great…" she mumbled.

"Who does he think he's saluting over there?" Happy inquired. They could not ask because Lucy immediately sent him back to the Celestial World.

They were brought out of their conversation as Natsu cautioned, not noticing the almost naked Juvia, "Lucy, you guys better stay out of the way."

Digging deep into his reserves, fire enveloped Natsu's body. He crouched low and launched himself at Gajeel, hitting his in the abdomen with his head. "**Fire Dragon Sword Horn!**"

The attack made Gajeel slide back a couple of meters; unfortunately, for Natsu, his opponent was unharmed. Gajeel sneered. "I got a fire in my belly, but where's yours?"

He pulled back his arms and struck Natsu in the back with his forearms, promptly slamming him into the floor. Gajeel then grabbed Natsu's head ad extended his arm, which dragged Natsu's face across the ground "Why don't yah eat some iron?!"

Lucy covered her mouth, watching the spectacle in horror. Gajeel then threw Natsu across the room, his body landing near the giant hole in the wall.

"I think I've had my fun with you. So get lost, you perverted scumbag!" Gajeel yelled.

"He's down." Lucy said in disbelief.

Natsu remained on his front side, almost motionless.

"No," Lucy breathed," Natsu cannot lose. Get up, please."

Gajeel then looked through the hole in the wall to see the giant ball monster in the distance, tearing down the Guild Hall. He smirked in satisfaction.

"Hey, take a look at your Guild Hall. We're doing some redecorating!" Gajeel mocked.

Natsu weakly opened his eye. It soon opened wide in alarm and shock when he witnessed the Guild Hall finally collapse on itself and fall apart. Now, it was nothing more than a pile of broken wood, stone, and roofing materials.

Gajeel tilted back his head and let out a loud, maniacal laugh.

Like a floodgate being opened, memories of first coming to Fairy Tail, his first encounter with Gray and Erza, Erza teaching him to read and write, and his experiences with Lisanna replayed in Natsu's mind. After that, recent memories of meeting Lucy and then Makarov having his power drained played through his head. Strangely, the last memory he saw was Juvia's smile after she had passed out.

Amazingly, Natsu got back on his feet, his face etched with stone hard determination. He turned around and, with his arms hanging limp by his sides, he slowly made his way back to Gajeel, only for a familiar face to intervene at the last second.

Without any doubt in her eyes, Juvia stood in between Natsu and Gajeel, with her arms and legs spread out, still holding Natsu's waistcoat.

"Gajeel, this fight is over." Juvia said, unaware that she was only wearing her bra and panties.

While Lucy and Happy were amazed that she managed to wake up like that, Natsu and Gajeel had other things on their minds. Natsu saw Juvia's ample bosom from her strapless blue bra, almost making him have a nosebleed as his face turned red. Gajeel on the other hand looked away immediately, not wanting to see Juvia almost naked.

"Juvia?" Natsu asked, still hypnotized by what he was seeing.

"My love? What is wrong? Why are you staring at me like I'm…"Juvia trailed off before she saw that she had lost her coat and realized that she'd been doing this almost completely naked! Juvia let out a girlish shriek as she comically tried to cover herself up, eventually settling on having Natsu's waistcoat on her torso, which barely covered her ample chest, but managed to hid her rear very well.

"Juvia, why are you walking around in your underwear?!" Gajeel asked angrily, still thinking that Natsu did something to her.

"I must have lost my coat somehow. My bad." Juvia said, still embarrassed by being almost naked in front of Natsu.

"I knew it! Salamander forced himself on you!" Gajeel accused, still looking the other way.

"Wait, what? " Natsu said, breaking away from the sight he saw, "You thought that we had sex?"

Juvia's face turned redder than Erza's hair when she thought about the idea of her and Natsu together like that, forcing her to sputter comically out her explanation. "Gajeel! How could you possibly think that?! We just fought each other!"

"Sorry, but when I saw that he lost his shirt and the way he said it, it just assumed…" Gajeel trailed off before Juvia slapped him upside the head.

"You big lug. How could you even think that I would let that happen unless it was consensual?!" Juvia yelled.

"Well…" Gajeel trailed off before Juvia once again hit him upside the head.

"Gajeel! I know that you think about these sort of things because you care about me, but I care about Salamander!" Juvia admonished with tears in her eyes.

"Wait, hang on. Is this guy your boyfriend?" Lucy implied.

In response, Gajeel and Juvia's faces both turned red as they both shouted, "Hell no!"

"We're just friends!" Gajeel yelled.

"Exactly!" Juvia said, before she returned her gaze to Natsu, "I especially don't want you to think I have a crush on him or anything!"

"That's okay." Natsu said, still confused by this turn of events.

"Gajeel, I meant what I said before; this fight is over. Please, let's leave." Juvia said as she composed herself and wrapped a sisterly hug around Gajeel, which to the shock of the Fairy Tail wizards, the Iron Dragon Slayer accepted and returned.

"Okay. Let's get out of here." Gajeel conceded as he transformed back into his non-armored form.

Before they left, Juvia walked over to Natsu and immediately cried over his injuries, comically by the bucket full.

"Oh my darling! I can't believe how injured you are!" Juvia wailed as her tears began to fill up the remnants of the command center, much to everyone's discomfort.

"I'm okay Juvia!" Natsu yelled as her tears flowed through the open hole in the wall, much to everyone's relief.

Juvia composed herself and resisted the urge to hug him, mostly because she was embarrassed that Natsu saw that much of her body. "Uh…if you want your waistcoat back, I can…" Juvia said as she began removing the waistcoat, only for Natsu to stop her.

"No, no, no! That's okay! Keep it!" Natsu yelled, not wanting Juvia to expose herself indecently.

"You mean it?!" Juvia cried happily as her face turned red and steam poured out of her ears.

"Well, sure. You don't have anything else to wear, and I have like a dozen more of those back home." Natsu explained innocently.

In response, Juvia wrapped her arms around Natsu, much to Gajeel's anger. Unfortunately, for the fire mage, he was bare-chested, and even though Juvia wore his waistcoat, he could still feel her ample bosom press up against his naked torso, much to the fire mage's embarrassment.

With that, Juvia relinquished her grasp on Natsu, but not before, she gave him a quick peck on the cheek, which caused them both to blush, except Gajeel whose face turned red with anger.

"I hope we meet again, my darling." Juvia said as she took the enraged Gajeel and summoned a large sphere of water that enveloped the duo. She waved goodbye to Natsu, but she shot a cold glare at Lucy, thinking she was in love with Natsu. Gajeel on the other hand, shot a murderous look at Natsu, yelling curse words that no one could hear except Juvia who merely put her hands over her ears as her face turned red from the inappropriate language. The duo then descended out of the large hole in the wall and fell into the sea below.

"What the hell was that about?" Lucy asked, dumbfounded.

"I have no…" Natsu trailed off as he fell from exhaustion, with a smile on his face and a small blush on his cheeks.

The flying cat and the Celestial mage laughed in response, happy that their friend managed to escape from his fight alive.

**Phantom Headquarters Interior 5:30 PM**

They looked up and were a bit startled to see purplish-black energy coursing around his body, but this time it looked more intense. His dark, sickening eyes honed in on the trio. Nevertheless, Kurt, Erza, and Azure took battle stances beside each other, ready to engage Jose once more.

However, before the trio could make a move, the entire building began to shake violently. Pieces of the roof broke off and fell to the floor. The quartet immediately realized that the cause of the commotion was two certain Dragon Slayers duking it out. However. They were confused when it suddenly stopped.

Jose closed his eyes and smiled smugly. "My, my, what an unruly dragon you have."

Erza panted heavily for a short moment before retorting, "He may be unruly, but he's an extremely powerful wizard."

"I'll say. That guy's like me, Erza, and Azure; he's strong and never gives up." Kurt added.

Azure merely barked in approval.

Erza glanced at Kurt and smiled, sending him a quick appreciative nod, which Kurt returned. Azure, on the other hand, merely barked happily at her sentiment.

"Hmph," Jose scoffed, "there's no need to be modest, you two. You, Titania Erza, your magic is just as spectacular as Salamander's." He then turned his gaze to Kurt. "And you, Kurt Wagner, I don't know exactly how you became so proficient in your use of Shadow Magic, but you are truly a gifted wizard, for a demon. As for your mongrel, he is very powerful compared to the other rabble."

"She's a girl!" Kurt tersely said.

"Whatever. The fact remains; you three are the first to last this long in battle against me. However as fun as this has been, it's time I finished this." Jose stated.

The master of Phantom Lord held out his hand, summoning a dark violet magical seal. Three ghost-like tendril expelled from the circle and flew towards the trio. Kurt gasped, immediately recognizing this attack as the **Shade Entangle**.

Kurt quickly got in front of Erza and Azure and unleashed his **Shadow Blast Volley**, strangely surrounded by the same aura from before, from his left hand, immediately cancelling out Jose's attack. Jose looked back at Kurt and scowled.

"You're really beginning to annoy me!" Jose shouted.

"That makes two of us." Kurt retorted.

"Better make it three." Erza added while Azure barked in agreement. Erza flew straight for Jose, Azure right behind her.

Jose held out his hands and discharged countless darkness blasts at the trio. Kurt counterattacked with his **Shadow Blasts**, with the same aura surrounding them. Kurt then fired them at Jose's feet, which created a cloud of dust to block his vision. Erza used this excellent opportunity to her advantage as she soared into the dust cloud and slashed Jose across his chest again, leaving another diagonal wound. Azure merely let out a deafening howl after Erza was out of range.

The trio landed on the floor, ready to reengage. However, just like the previous times, Jose leaped out of the wall again, deadly purple energy radiating off his body. Running at impressive speeds, he charged at his closest opponent, Kurt, his fists charged up with Darkness Magic. The blue mutant ran at Jose too, cocking back his fist as his Shadow Magic enveloped his hand, again surrounded by the mysterious aura that grew whenever Erza and Azure were near.

When their fists met, the result was an explosion of energy that sent them both flying back to opposite sides of the room. As Jose collided with the wall once again, Erza seized the opportunity and jumped at him, her sword reared back to its acme.

Jose, however, sidestepped Erza's attack and grabbed Erza by her wrist. He slammed her into the floor from the right side to his left for a moment. He then tossed her across the room, where she crashed into Azure, and then Kurt, the latter of whom was just getting up.

The darkness mage grinned widely. "Hearing you three crash into one another as so enjoyable, but I'll be more overjoyed when I hear your screams as I tear you all apart!"

The trio groaned as they returned to their feet. Erza's right eyes had swollen close from the impact with Azure and Kurt. Nevertheless, that did not diminish the glare she was sending Jose's way.

"Even though your Shadow Magic can counteract his Darkness Magic, he's still very strong and fast." Erza pointed out.

Kurt narrowed his yellow eyes as he held Azure, who fell into unconsciousness from Jose's attack, at the onyx haired man. "Yeah, he is, If we're being completely honest here, I'm out of ideas. The **Shadow Ball Special **Azure and I gave him earlier was the only trick I had up my sleeve. Even if my attacks are getting stronger for some reason, I'm still nowhere near close to his level."

Erza's brown eyes had widened in alarm and apprehension. Kurt was actually out of ideas, but he did not seem fazed by it. It was as if he actually welcomed it with no regrets. Erza did not fear death, but her blood ran cold at the thought of losing Kurt for some reason.

Without a word, Kurt gave the unconscious Azure to Erza as he silent walked towards Jose, much to Erza's shock and horror. "Kurt, what are you doing?!"

"I'm doing what has to be done, Erza." Kurt said with a steely resolve that made Erza speechless.

"What do you plan on doing, demon?" Jose mocked.

"Take me; just don't hurt Erza or Azure." Kurt said, much to Erza and Jose's shock.

After regaining his composure, a malicious smile grew on Jose's ebony lips as he honed in on Kurt with sinister glee. He cackled madly before he said, "You would actually give your life for a girl and a dog? That is pathetic! It is a shame. I suppose that this is the part where you die!"

Jose gathered a ball of violet energy into his hands before throwing it straight at Kurt, who did not even try to defend himself.

"Kurt! No!" Erza cried, unknowingly crying out of her left eye.

The ball traveled at Kurt so fast that he could not even teleport in time, not that he wanted to. He only closed his eyes, waiting for his fate. However, instead of feeling the cold grasp of death like the one he expected, nothing happened. He opened his eyes to see that a larger, brilliant white ball had swallowed up Jose's purple ball before they both disappeared.

Kurt blinked in relief. '_Good timing Makarov._'

As he expected, the blue mutant felt a powerful presence in the room. He turned his head to the left smiling brightly at what he sensed earlier. Erza followed his gaze and she stared in shock with her eyes widening and lightly gasped at the sight.

Levitating on top of a tall pile of debris was Master Makarov. With folded arms and closed eyes, he slowly descended to the top of the rubble pile. He was still wearing his white coat with the Ten Wizard Saints symbol on the back, blue trousers, and black leather boots.

When Makarov's feet finally set foot on the debris, he spoke with venom in his voice. "You have shed the blood of our children, and that is unforgivable! They suffered because of the incompetence of their parents. We are both to blame, Jose."

Kurt and Erza both smiled, happy and relieved to see Makarov. The latter almost shed more tears from the sight of him. His skin and hair had returned to normal and he did not appear to be on the verge of dying anymore. Kurt had been able to sense Makarov's power ever since his recovery, confident that he would intervene in time. If he were wrong, he would have been blast to bits by Jose!

"This war between us has gone on long enough." Makarov opened his eyes, casting a dark glare at Jose. "Let's end this here and now!"

Titania wiped a tear with her left hand while her right hand cradled the small blue puppy and smiled at Makarov. "Master."

"I knew that he was coming, Erza. Didn't you sense his power?" Kurt confessed.

"No. Wait, you knew?!" Erza yelled indignantly as she hit Kurt upside the head.

"Okay, a little harsh, but I deserved that." Kurt said as he rubbed his sore head.

"You should have told me you fuzzy blue jerk! Did you know how worried I was when I thought that Jose was going to kill you?!" Erza yelled as she began to pound lightly into Kurt's chest in anger with her left hand, much to Kurt's discomfort.

"Gosh Erza, I really wish you wouldn't cry." Kurt said.

"I'm not crying you big blue lug!" Erza said unconvincingly as Kurt could easily tell that she was crying.

Jose and Makarov only stared at this scene in confusion, enthralled by this more than their confrontation.

"Are those two dating?" Jose asked.

"I don't think so. Erza's crying like it though." Makarov answered nonchalantly as both masters sweat dropped in awkwardness.

Suddenly, all of them regained their composure when Jose stared in silence at Makarov, but the smug grin on his creepy face spoke volumes. He closed his eyes and then reopened them, only the white had changed to black and his pupils turned to silver. The power around him began to increase as small pebbles floated off the floor around him.

"Getting back to business; if we fight, it could cause a catastrophe." Jose smirked spitefully.

Growling, Makarov narrowed his eyes in contempt. The power around the dwarf-sized wizard began to fluctuate as well. A golden ball of energy appeared at the end of his left index finger.

"In order to save my guild, I will gladly take that risk!" Makarov countered.

Makarov and Jose stared at one another, vast amounts of magic coursing through them. At that moment Gray, who was lying off on the other side of the room, began to return to consciousness.

"W-what?" he mumbled, using his elbows to lift himself up from the cold floor. "For some reason, this warm light reminds me of the master."

When he turned his eyes to the source of the light, his dark eyes widened in shock and awe.

Jose let out a yell as he held out his hand, firing a few ghostly tendrils. Makarov responded by summoning a group of small, golden magic circles to intercept Jose's attack.

"You kids need to get out of here, now!" Makarov warned.

Gray found the strength to rise back to his feet, as did Elfman, who too had arisen from unconsciousness.

"Gramps!' Gray cried.

"We'll stay with you!" Elfman added.

Kurt and Erza turned to them. "No! We have to do what he says!" the latter ordered.

They ran to Gray, Elfman, and Mirajane, the latter of whom was just waking up.

"Come on, we have to leave!" Erza yelled. "If we stay here, we're only going to get in his way."

"She's right. Besides, Makarov is going to win this fight." Kurt added confidently.

Erza glanced at Kurt and smiled. "That's right. We should all have faith in our master."

Kurt nodded and joined hands with everyone before they disappeared in a puff of dark blue smoke, instantly teleporting away from two of the most powerful wizards in Fiore.

Meanwhile, with Makarov and Jose, the darkness mage smiled in a complacent manner. "It's been six years since we both came face-to-face. Back then, Phantom was number one and no one knew how large Fairy Tail would become." He chuckled before continuing, "But now, it's been reduced to rubble!"

Makarov's glare intensified as he created a few golden orbs in the air connected bby a white line, the whole thing laid out in a zigzag pattern.

"Our Guild Hall may have been destroyed, but we're a s strong as ever!" Makarov retorted angrily.

"I must admit, I'm looking forward to this." Jose said. "Although, it is frowned upon by the Council, I can't wait to see who the superior Wizard Saint is."

Suddenly bright golden light began to shine from underneath Makarov's feet whilst ethereal purple light emerged from underneath Jose's feet. The two Wizard Saints were charging up their powers for the imminent battle to come.

"I couldn't have done this without you, my children. Bless you all. Be proud that you are all members of Fairy Tail!" Makarov bellowed.

Astonishingly, dark storm clouds swirled high above the incapacitated Giant; in addition, a sphere shaped force field formed around the robot that pushed away the lake water. Lightning came down from the sky and struck near the Giant. The magical energy manipulated was on an immense scale.

Meanwhile, Makarov and Jose were both pushing against each other with dome shaped energy barriers. The former's was composed of a brilliant golden-white energy whilst the latter's was purplish-black. As he kept up the shield, Makarov yelled as he fired a white energy tendril from his left hand.

Jose countered the attack by shooting his own violet version of a tendril. When the two tendrils met, the result was an outburst of energy that sent both mages careening back a short distance before they regained control.

Phantom's master recovered quickly as a purple energy sphere with swirling tendril extending out of it gathered in Jose's right hand. "**Dead Wave!**" he chanted.

All of a sudden, an incredibly powerful pillar of darkness magic fired from Jose's hand. The blast was so strong that it created a tidal wave outside the building and strong gusts of wind.

After a moment, when the dust settled, Makarov was still levitating off the floor and he was relatively unharmed. He summoned three magic circles, one under his feet and two on his left and right side. Once he gathered enough energy, he cried out as he discharged a powerful beam of white light at Jose.

The building shook even more, causing more damage throughout the structure and more debris to collapse. Makarov landed on top of a debris pile once again whilst Jose stood in the floor beneath. He too had avoided Makarov's attack, just as Makarov evaded his attack.

"I'm impressed." Makarov admitted. "You have so much power at your demand. I can see why the Council made you one of the Ten wizard Saints."

Jose only smiled haughtily as he honed in on the dwarf-sized man.

"However, you're misusing that power for your own personal gain. You could have become a role model for the younger generation; instead, you've become a lesson in what not to do!"

Jose huffed. "What is this? A lecture?"

"I have a rule that seems to work well for my Fairy Tail kids. I'll give you to the count of three to do exactly what I say." Makarov declared.

Jose's smile turned into a savage frown as he glared deeply at Makarov. It only became worse when Makarov demanded, "Kneel to me."

A short moment passed before Phantom's leader raised a brow and asked, "What?"

Makarov ignored Jose's confusion as he began the countdown "One."

"So, you want me to concede and kneel before you? **NO WAY IN HELL!**" Jose shouted.

"Two," Makarov's eyes had already turned to white. Then, a brilliant white energy spehere formed in-between the pals of his hands.

"Why would the master of the most powerful Guild in this kingdom ever stoop so low as to kneel before _**you**_? Jose yelled, forming ghost shaped tendrils in his hands. "Technically, we are equally powerful, but my ability to be heartless is what makes me even stronger!"

"Three," Makarov said, his voice becoming stronger as was the sphere between his hands.

"You should be the one kneeling before me! Now, you and your precious Fairy Tail children are going to die!" Jose roared.

"Time's up." Makarov stated.

"That's it! **AHH!**" Jose fired two dense darkness tendrils at Makarov.

However, as soon as Makarov clasped his hands together, bright white light consumed his form and the sound of a large bell resonated in their ears. The brilliant light immediately vaporized the darkness and filled the whole room. It was just as bright as a star.

From within the light, Makarov shouted, "I invoke…**Fairy Law!**"

All of a sudden, a giant golden magical seal appeared above the injured Giant. Then, without warning, a flash of gold and white casted out from the stone robot and across the land. The Fairy Tail wizards and citizens of Magnolia all looked away from the intensity of the brightness.

On the shoreline near the destroyed Guild Hall, Kurt, Erza, Azure, Gray, Elfman, and Mirajane all turned to the dazzling light coming from Phantom's headquarters. The blue mutant was in awe from this spectacle and bewildered as to what was creating it, although he had a good idea.

"Is that coming from Makarov?" Kurt asked with wide eyes.

Erza, who had Re-Quipped back into her normal Heart Kurez armor, stared at the phenomenon in wonder, a smile on her angelic face. "That's right; it's called **Fairy Law**, a spell that vanquishes darkness with sacred light. It only affects those the caster sees as their enemy." She paused as she admired the view. "Incredible, isn't it?"

Kurt merely looked on in amazement, his gaze briefly turning to Erza before responding. "Yeah it's really beautiful."

"I agree. It's one of the most legendary spells in existence." Erza continued.

"I can see why." Gray remarked.

The brilliant light shined for another minute before it finally died away. The storm clouds dissipated, the lightning stopped and the tidal waves weakened. Everything returned to normal. However, within the building, there was one person who was far from normal.

Jose stood in a petrified position, his body trembling slightly. His arms stayed in a position that shielded his face. The most notable change though was the color of his hair; it had turned from black to grayish-white. He had wrinkled skin and his eyes were as wide as dinner plates. Etched into his entire body was trepidation.

Master Jose of the Phantom Lord Guild had been defeated.

Makarov scowled at his rival. "You will never bother Fairy Tail again. Understand?" He then turned away. "I'm sure that the Magic Council will be watching us after all the chaos we caused. You had better be on your best behavior from now on. I know I will."

As Master Makarov began to walk away, he stopped in the middle and proclaimed, "The war is over. There is no need to fight. But, if you push me to the point of anger, I'll wipe out your entire Guild without hesitation."

**Fairy Tail Courtyard 5:45 PM**

Later on, Kurt and the others, including a newly conscious Azure, had met up with the rest of Fairy Tail in the courtyard. Everyone was cheering and elated that they had won against Phantom Lord Even Kurt was thrilled they had won, mostly because he got payback for what those cocky jerks did to Azure and his friends.

Master Makarov stood upon a fallen ledge from Phantom' headquarters where he could see all of the wizards of Fairy Tail and close enough to project his voice. All of Fairy Tail turned their full attention to the dwarf-sized master.

"We are victorious!" He yelled loud enough for everyone to hear. "But, I had very little to do with it. The victory is yours…my children!"

Everyone cheered loudly in response. Kurt only crossed his arms and smirked.

'_Nah, we couldn't have pulled this off without you, Makarov._' Kurt thought. '_Thank you._'

**Giant Command Center 6:00 PM**

After Fairy Tail began their celebration, no one noticed that the remnants of Phantom Lord convened together in the remains of the command center, all of them, minus a much-traumatized Aria, a severely beaten up Sol, and a missing Boze and Sue, were very pissed off at their defeat.

"I can't believe Fairy Tail defeated us!" Totomaru yelled. "I didn't even get to fight!"

"Calm down Totomaru! We'll have our vengeance." Jose promised.

"M-m-maybe we should just leave them alone master." Aria fearfully suggested.

"That's ridiculous, Aria! They humiliated us, Boze and Sue are missing, I don't even know what happed to Juvia and Gajeel; we're all that's left!" Jose angrily stated.

"Uh, master, aren't you forgetting Sol?" Totomaru pointed out.

"Oh please. He is the weakest out of the Element 4. He'll have no part in our vengeance!' Jose proclaimed.

"I don't think so." A mysterious voice said.

"Who said that?!" Aria said fearfully.

"I did." The voice proclaimed as a new figure emerged in a puff of red smoke. This new figure was a 6 ft. tall demonic creature with red skin and red eyes with black sclera. He had a devil-like tail and pointy ears. He also had three fingers and three toes and black hair. He was wearing a tuxedo, minus the shoes.

"Who are you?" Jose angrily demanded.

"I'm the man who requires your services. Call me, Azazel." Azazel explained.

"Okay, Azazel, what do you want us to do?" Jose asked.

"It's quite simple really. All of you are far too weak to actually pose any threat to me, but I can make you even stronger." Azazel explained.

"How can you do that?" Totomaru asked.

Jose then disappeared and reappeared with an orange orb in his left hand. "_**This**_ is how."

"You mean a lacrima?" Jose asked, unimpressed.

"This is not just a lacrima, Jose. This orb can do so much more than store magic." Azazel said as the orb began bathing the entire room in an orange glow.

"H-h-how d-d-did you know his name?" Aria asked fearfully.

"It's my business to know the name of the man who tried to kill my son!" Azazel yelled as the orb began glowing an even brighter shade of orange.

"What are you doing to us?!" Jose painfully demanded.

"Let's just say that you're getting an upgrade like the others, only this time, it'll be much more painful. I already managed to obtain Sol, Sue, and Boze. I intended on getting the water girl and iron wizard, but you will do. You three have also been chosen." Azazel said as he chanted, "**Entrapment!**"

As the orb glowed brighter, the only sound heard were the agonizing screams of Jose and the remnants of the Element 4 until the orb's light died out. Azazel laughed manically as he disappeared in a puff of red smoke.

**AN: So, this was a rather long chapter, so let us recap. Well, Azazel has captured Jose and the remnants of Phantom Lord, minus Juvia and Gajeel, just as he did to Lyon and his team in his last appearance. As I mentioned before, they will be coming back in the second original arc I have planned after the Tower of Heaven. Speaking of original arcs, my first one will be starting next time, after a few one-shots.**

**I do not plan to give out a summary, but all that I will say is that it will feature the return of the X-Men and the answer as to why Kurt and Azure were immune to Aria's Drain Spell. If you are wondering on why I am doing some one-shots first, it is because that the plans I have my for my original arc are very intense and I just finished the Phantom Lord Arc. I need a breather for a while, which leads me to my next order of business. **

**Due to the holidays coming up, this will be my last update until January. I am not giving up on this story, but I need this time with my family. I will be sure to finish with my one-shot chapters as quick as I can so we can get into my original arc. It is going to be awesome. **

**Also, I mentioned in my last chapter that Juvia would change what happened in Natsu and Gajeel's fight, and I delivered. Do not get me wrong; I loved that fight, but I needed to give Juvia her time in the story since she is going to become Natsu's love interest. Speaking of relationships; very good ship teasing between the couples, right? I am not sure when the Navia pairing is going to happen, but it will happen, be patient. Also, I put in an overprotective Gajeel and a clueless Natsu. Since Gajeel and Juvia are friends, I figured I'd put him into the role of the overprotective father, especially with the suggestive explanations I gave for Natsu and Juvia's fight. Not to mention the coat incident; that was just for comedic and ship-teasing purposes. **

**In addition, Kurt's aura. As I mentioned before, when he feels certain emotions, his Shadow Magic power increases exponentially, and there is a reason why Jose actually felt pain from Kurt's Shadow Magic; Jose doesn't know the absorption defect works both ways. If an evil, Darkness Magic user makes contact with good Shadow Magic from someone like Kurt, they only feel pain; they do not get stronger. This was so that the fight would not become one-sided on either side. **

**So, rate, review, and I'll be back with my next chapter as soon as I can in January. In addition, the German translation is red haired goddess. Oh, by the way, Happy Holidays my loyal readers!**

**Next time – Ch 14: Kurt's Big Job **


	14. Chapter 14

**AN: Happy Holidays and a Happy New Year! It has been a while, but it is great to be back! I would like to thank you all for your support in this story with all the favorites and follows and for us reaching over 100 reviews! *Blows Noisemaker* I finished earlier than I expected, so here it is!**

**Now, the adventure continues!**

X-Tail

Ch 14: Kurt's Big Job

**Fairy Tail Guild 12:00 PM**

Two weeks had passed since Phantom Lord was defeated. In that time-span, several events had transpired. After the battle, when everyone gathered around the rubble of Fairy Tail, Makarov said it was time for a change.

Almost immediately, Fairy Tail had gotten to work on building a new Guild Hall, except for Kurt. While he wanted to help, he stayed with Azure for a few days while she recovered in Porlyusica's home, much to the rose-haired woman's chagrin of having extended company over. As easy as it would be for Kurt to use his blood to heal her, Azure knew that it would hurt him, so he let Porlyusica do her job. Despite the unwelcome company, Porlyusica managed to replace Azure's eye, and quickly kicked her and Kurt out.

While this happened, not even an hour after Kurt and Azure came back to help, the Rune Knights showed up. The Rune Knights were the army of the Magic Council, and the wizards of Fairy Tail, minus Kurt and Azure, knew that they would be coming. Natsu and Happy had tried to escape, but were easily captured.

The Rune Knights interrogated everyone on the battle, including the shocking surprise of Phantom Lord's disappearance. However, the one that intrigued them the most was Kurt, a supposed demon who only received his Shadow Magic not too long ago, managed to destroy the Jupiter Cannon, go head to head with a member of the Element 4, and take on Phantom Lord's master. In addition, they knew absolutely nothing about Kurt, except that he was the first demon ever to join a normal Guild, which aroused their suspicions.

Makarov advised Kurt that it would be best not to lie to the Knights, but acceptable if he stretched the truth a bit. With that in mind, Kurt gave the knights what they wanted; only he did not tell the complete truth about himself.

When asked where he came from, Kurt told them that he was abandoned as a baby and took in by a loving family, which was not a complete lie. He told them that he grew up in a traveling circus and his family told him to go to Galuna Island when he turned 19. He also said that shortly after his 19th birthday, his family died in a fire, securing his false alibi. He told them that when he arrived on Galuna Island, he received his Shadow Magic from the island and joined Fairy Tail; also not a complete lie. He could not very well tell them about the spirits he encountered.

When they asked why he joined Fairy Tail, he told them it was because he had magic and he needed to make a living. It appeared to have worked, since he could not exactly tell them the truth. If he told them that he was from another universe and that their kind of magic did not exist there, the blue mutant had a strong suspicion that they would lock him up in an insane asylum. Still, in manners like these, the Rune Knights swore an oath of secrecy. While they would make sure that no one outside of Fairy Tail and themselves knew about Kurt's "origin", he still had to keep on his Glamour Ring whenever he traveled outside of the Guild or when it was not safe.

Anyway, after the interrogation ended, the Magic Council made a startling discovery in the remains of Phantom's headquarters. Apparently, the magic signature inside matched the one they found on Galuna Island, but it was clearly a different spell. Their operatives had searched the entire island, but they only found the signature of the one on the pirate ship. So, why did they find the same signature now, only with a different spell? With this in mind, the Rune Knights departed to investigate, but not before finding Phantom Lord guilty and officially disbanding it.

In an act that made Kurt grin ear to ear, Jose also lost his rank as one of the Ten Wizard Saints. Despite their glee of Phantom's misfortunes, Fairy Tail still needed punishment. However, with all the evidence pointing to Phantom, no one believed that Fairy Tail would face a too severe punishment.

A day after that mishap, the Guild got back to work on constructing their new Guild Hall. However, for Team Xavier, another matter came up that turned their attention away from the building: Lucy had suddenly disappeared. When they arrived at Lucy's apartment to return her Celestial keys that Loke recovered for them, they discovered a note, saying,

_**I will go home**_

_**Lucy**_

Without hesitation, the entire team quickly climbed aboard the next train and went off after her. Lucy was their friend, a member of their team, a position that even Azure understood. Kurt knew that things would not be the same without that blond mage yelling at Natsu, Happy, Gray, and even Kurt; yelling at the formers for their idiocy, and the latter out of sisterly love.

When they finally arrived at her father's estate, they found her standing by the grave of her mother, who had passed away years prior. The Celestial wizard had explained to them that she only came back home to warn her father not to mess with her friends or Fairy Tail ever again, or he would regret it.

Kurt smirked; proud that she had taken his advice and gotten closure with her father. Despite that, the blue mutant was flabbergasted when he saw just how rich Lucy's dad was. His private estate was nearly bigger than the entire City of Magnolia!

When they returned, Kurt and Azure realized something; they had nowhere to stay. The Guild Hall had been their temporary home, but now, it was lying in ruin. During the investigations, he and Azure had stayed in a tent like all the other members of Fairy Tail. In addition, the blue mutant did not have enough jewels saved for acquiring a place of his own…not even close! Thankfully, though, Gray unexpectedly came through and offered him a guest bed at his place.

Of all his teammates, Gray was the best choice to crash with in Kurt's mind. Lucy did not have guest bed at her place, and she got enough headaches from Natsu and Happy sneaking in all the time. Natsu and Happy were viable candidates, but Kurt realized that the Dragon Slayer would just try to pick a fight with him if he stayed at his house. Erza lived in the dormitory, Fairy Hills, so she was out of the question.

The only drawback was that Gray's home did not have enough room for Azure to get her exercise, so Kurt struck a rather one-sided deal. He gave Azure to Erza for the time being until he could afford a place, much to red haired beauty's chagrin. Erza did not have any experience when it came to pet care, even though the dorms allowed any pet. However, after some convincing, mostly due to Azure's puppy dog eyes, Erza allowed the puppy to stay with her for the time being, but to give her back to Kurt when he needs her or until he gets his own place.

A day after that, Team Xavier was now participating in the construction effort. It was obvious that this new hall would be bigger than the previous one now that the ruins were gone and they bought lumbar.

Currently, all the wizards were present to aid in constructing the new building. So far, sections of stone wall had already been built around the perimeter as well as the wooden infrastructure inside.

Natsu let out a triumphant cry as he lifted a load of heavy wooden beams over his head. However, Natsu could not bear the weight of the heavy load; as a result, his knees buckled as he fell forward, the lumbar collapsing on top of him.

Mirajane and Happy, who were standing close by, only sweat dropped at the scene.

"Oh, Natsu." Mirajane sighed in exasperation.

Hiding behind a stone wall, a girl with blue hair curled at the base and wearing a navy blue coat had hearts in her eyes as she gazed at the downed Natsu. Juvia squealed girlishly as she cried, "Oh Natsu, my love! I wish I was the one on top of you!"

Kurt walked over to Natsu and chuckled whilst shaking his head in a humorous manner. Kurt then collected all the timber on top of Natsu, putting them down on the ground one by one, before taking one of them to the construction site. As Natsu got up, he crossed his arms and huffed at Kurt.

"Show-off," he muttered.

Gray walked by; carrying a single beam over his shoulder. "That's what you get for carrying too much, yah moron."

"**WHAT DID YOU CALL ME?!**" Natsu yelled; his anger flaring up as flames shrouded his body.

"You got a problem?" Gray seethed, getting in Natsu's face as icy energy covered his form. The duo's fire and ice clashed as they got in one another's face.

"Yeah, I got a problem with your face!" Natsu remarked.

Lucy, who was sitting at the furnished bar counter taking a short break, sighed in annoyance. "They're at it again, huh?"

"Aye," Happy muffled through the fish in his mouth with Azure merely barking in agreement.

Behind the stone wall, Juvia only blushed and smiled at Natsu and cried happily, "Go get him, tiger!"

Suddenly, before a fight could break out, a beam of timber smashed into Natsu and Gray's heads, which buried their bodies into the ground. Erza stood above them, wearing a pair of baggy brown pants, a brown shirt, and a yellow hardhat. The lumber she used to hit them was resting on her shoulder.

"Enough! No more lollygagging!" She ordered sternly. "We have a lot of work to do!"

Natsu and Gray both had big, red bumps on their heads. "Aye," they groaned in pain.

"I wouldn't want to work for Erza." Wakaba commented.

"Did she Re-Quip into that outfit?" Macao wondered.

Natsu and Gray pulled themselves out of the ground, still wallowing in pain from Erza's attack. "Ow! That really hurt, Erza!" they simultaneously shouted.

Happy flew over to them, and asked, "You guys playing whack-a-mole?"

As Macao and Wakaba began to observe the construction site, they noticed something peculiar.

"Hate to say it, but…" Wakaba trailed off.

"It looks a little too big." Macao finished.

"We figured we might as well expand the place. I got the plans right here." Mirajane explained, holding up a big piece of paper.

"Oh yeah," Macao said.

"I want to see." Wakaba requested.

"I liked it just the way it was!" Natsu chided.

"What's it going to look like now?" Gray asked.

Mirajane showed them the "designs". It was a crude picture of the soon-to-be Guild Hall drawn in crayon with flowers, bunnies, and fish doodled around it as well. The four mages sweat dropped.

"What the?" Macao commented.

"Wow…that looks…great" Wakaba forced, a hint of sarcasm in his tone.

Gray looked at the "blueprints" blankly. "Uh…which way is up?"

Unlike the other three, Natsu had no problem saying his honest opinion on the picture, "Man, these are the worst plants ever. What idiot came up with these?"

Mira smiled for a moment until she instantly turned away and started crying. Natsu waved his hands in a placating manner, trying to calm her. "Mira! I…I didn't know it was you!" Natsu said desperately.

"You made her cry." Gray, Macao, and Wakaba deadpanned.

"That's Natsu for yah." Happy noted.

Meanwhile, behind a wall, Juvia was smiling mischievously at the scene. '_My dearest Natsu is so cold to other women, yet so warm to me_.'

**Fairy Tail Guild 12:30 PM**

A half hour later, Master Makarov left for home to take care of some paperwork for the Magic Council, leaving the remainder of the Guild to finish repairing for the day. However, not all were repairing as Kurt took a solo job from the request board and got it approved by Mira. The mission was to figure out some supernatural occurrences in a nearby village and it paid two million jewels. He would have asked his team to come with, but he needed the money to get his own place. After all, he could not crash at Gray's house for the rest of his life! Still, he felt hungry from all the work they did today.

He stashed the flier in the right pocket of his gray jeans and met up with Natsu, Gray, and Happy in a little secluded spot in the construction site. Kurt sat on a wooden crate while Natsu sat on a stack of stones with Happy flying above him. Gray stood close by.

"Man, I'm starving." Natsu complained.

"Amen to that, flame-brain." Gray added.

"Me too," Kurt agreed, putting his ringed hand over his growling stomach.

"Aye," Happy agreed.

Without warning, a jet of water blasted into Gray and then hit Natsu. When it disappeared, the fire wizard discovered a pink metal box in his lap.

"I'm soaked." Gray remarked; his clothes were completely drenched.

"Look!" Happy pointed at the pink box. "A lunch box!"

"Where'd it come from?" Natsu wondered.

"I'm not sure about this, but you should open it, Natsu." Kurt said.

The pink haired teen opened the box, and was shocked at its contents. There was an assortment of many vegetables, fruit, and meat arranged in the shape of hearts and Natsu's face. While he wanted to freak out, his stomach got the better of him and smiled hungrily at the lunch box.

"Well, that is definitely weird." Gray said.

"That is so cool! Your face is totally edible!" Happy said.

"I'm not so sure about this Natsu. I think there's some green stuff oozing out from the side." Kurt warned.

"I'll eat it for yah!" Happy offered.

Behind the wall, Juvia was about to break into tears. '_This is heartbreaking! I spent three whole days making that lunch for him._' Juvia thought.

Before Natsu could comment, out of nowhere, Erza popped up with an angry look on her face. "**WHO SAID YOU COULD TAKE A LUNCH BREAK?!**" She yelled, startling the three mages and the disguised blue mutant. Suddenly, she quickly returned to normal when she noticed the contents of the lunch box. "Hey, is that supposed to be your face made out of veggies?"

She pulled out a fork and stabbed into the veggies that formed Natsu's face, prompting Natsu to cry out in horror. The fire mage watched with his jaw dropped as Erza chewed on the piece.

"Well?" Kurt asked.

"Mm…it's good." Erza replied. "I could eat the whole thing."

"Hey, save some for us." Happy whined.

With his hunger past his breaking point, Natsu smiled and declared, "It's my turn to eat!"

Juvia meanwhile, was watching the scene with tears swelling up as a vision of Natsu proposing to her entered her mind.

"Man, this is delicious! Whoever made this is going to be a great wife!" Natsu said as he continued wolfing the food down, much to Happy's jealousy. However, the second Natsu finished his sentence, Juvia squealed happily with hearts in her eyes and a heavy blush on her cheeks, almost blowing her cover. Still, even in disguise, Kurt's mutant ears could easily tell where they were coming from, but he was not one to get involved in someone's love life.

"Aw man! I wish that I…" Happy said before a blast of water hit him the face.

Happy was completely soaked, but his discomfort was overshadowed by joy when he saw what was in his paws. It was a giant Yellowtail kingfish, roughly about 5 ft. in Happy's grasp. Without hesitation, the blue feline began to happily munch on his giant fish, crying tears of joy.

"This is the best fish I've ever had!" Happy yelled in joy through his tears.

Behind the wall, Juvia smiled warmly. '_How could I forget about my love's best friend? I spent an entire day to find a fish of that size._'

Still, throughout it all, the entire team, even Azure, sweat dropped in confusion at the sudden scene of Natsu and Happy eating.

**Fairy Tail Guild 2:00 PM**

As the day progressed, the entire Guild continued their work on reconstruction. When the break came, all of Team Xavier sat at one of the tables by the bar, minus Azure who merely stayed by her master's chair and Happy who laid bloated with swirly eyes face up on the table.

"Well, I think that we're doing some really great work on the Guild Hall." Erza said as she sipped a cup of tea.

"Yeah, I just wish Happy didn't eat the entire fish." Natsu deadpanned.

"Aye, sir. It was just so good." Happy deliriously replied.

"I'm not cleaning it up if he pukes." Gray said.

"Amen to that." Lucy agreed.

"Hey guys, we're back!" a cheery feminine voice cried out.

The group turned to see Levy, Droy, and Jet. The trio had made a smooth recovery and they no longer had their casts, though they still had some bandages on their arms and legs. Nevertheless, they did not seem to be in any pain.

"Levy, you're back!" Lucy cried happily.

"Hey guys. I'm really glad that you came back." Kurt said.

"Thanks, but why aren't you angry?" Levy asked quizzically.

"Why would I be angry?" Kurt asked.

"Because of what happened during that Phantom lord attack." Levy explained, "We thought you would hate our guts for what happened to Azure."

"Yeah, we feel really bad." Droy said.

"Do you want to hit us, or something?" Jet asked.

"Of course not." Kurt said with a warm smile that caught Team Shadow Gear off guard.

"What?" Levy asked incredulously.

"Guys, the past is the past. The only thing we can do is move forward. Azure got hurt, but she is better now. It was not anyone's fault except Gajeel's, and I already got closure on that. So, stop beating yourselves up, okay?" Kurt said comfortingly.

"Thanks, Kurt," Levy said, trying not to cry, "that means a lot to us."

"Thank you so much!" Jet and Droy yelled out, sobbing uncontrollably.

"I guess Levy's the most mature in Team Shadow Gear, huh?" Natsu said.

"Tell that to her chest." Gray replied.

"What did you just say?!" Levy yelled, glaring daggers at Gray.

"Uh, nothing?" Gray said unconvincingly.

"You're going to pay for that!" Levy yelled as she comically chased Gray all over the incomplete Guild Hall, much to the amusement of the onlookers. Cana, who just joined in after getting her fourth barrel of beer, asked, "Let me guess, Gray made fun of Levy's chest?"

"Oh, yeah" Kurt replied.

"He never learns, does he?" Erza agreed.

Azure merely barked in agreement while Happy deliriously said, "Aye."

"Where the hell do you put it all, Cana?" Natsu asked, trying to change the subject.

"That's a trade secret." Cana replied as she guzzled down another barrel of beer.

Finally, Levy caught up to Gray, but only after using her magic to trap him in a flypaper trap. When she got his hands on him, she repeatedly beat him senseless to the point it was just a giant dust cloud. When the dust departed, Gray had several missing teeth and red bumps on his head, while Levy stood over him with her fist actually smoking from the blows she dealt him.

"It's always the quiet ones, isn't it?" Kurt asked sardonically.

"Yeah, remind me to never get in a bath with Levy." Lucy deadpanned.

Levy took a few deep breaths, closed her eyes, and patted the dust away from her pants, before nonchalantly saying, "I really need a drink."

"You came to the right place, sister." Cana said as she dragged Levy to the bar.

"Levy's going to piss her pants, isn't she?" Kurt deadpanned.

"Oh, yeah." Erza said.

**East Forest 12:35 AM**

After a good day's work, Kurt told his entire team on his mission, which they all fully supported, except for Natsu who tried to come along. He would have to, if not for Azure scaring some sense into him. Now, at night, Kurt and Azure were making their way to Midnight Village, the village that has been experiencing some supernatural occurrences for the past five years. While Kurt was reluctant to bring Azure along, he just could not say no to her adorable blue face.

Now, the two were sitting by a campfire that Kurt easily made as well as a makeshift tent made out of the local flora. Since most of his childhood was spent traveling, he was an expert in outdoor survival. Kurt had been roasting a few fish he caught with his newly made fishing rod and Azure was enjoying some meat that Kurt managed to sneak away from the guild.

After eating, the two of them spent most of the night just playing around like a normal boy and his dog. Well, as normal as it could be with a disguised blue mutant and a blue demon puppy. Soon, it was time for sleep and the two of them would reach Midnight Village by morning. Suddenly, Kurt awoke with a strange cloth over his mouth and tried to teleport away, but no avail as his body began to succumb to it and he fell into unconsciousness.

**Midnight Village Forest 1:25 AM**

Kurt awoke tied to a tree while Azure had a muzzle over her mouth and chained to the tree next to him. His Glamour Ring was still on his finger, so his cover was safe, for now. Suddenly, a bright orange magic circle appeared and out came a controlled fire that drifted off into the sky, only to explode in a brilliant light that made the entire section of the forest Kurt could see as bright as day.

This gave him a full view on his attackers. They were all dressed in black robes with different masks on their faces. However, all the masks had one thing in common; they all resembled an animal of sorts. The masks on the left represented an ox and a vulture, the masks on the right represented a tiger and a rhino, and the mask in the middle represented a bear. Altogether, there were five of them.

"What should we do to him, boss?" the ox-masked one asked.

"Yeah. He's a wizard, right?" the rhino-masked one added curiously.

"Yeah, that means we get to have some fun." the vulture-masked one said sadistically.

"What do we do?" the tiger-masked one asked, although Kurt could tell that this one was female.

They all stared at the bear-masked one for an answer, including Kurt who was just biding his time to decide what to do next. Eventually, the apparent leader elevated his right hand and summoned an orange magic seal. A huge torrent of flames engulfed his hand and even though he was wearing a mask, Kurt could easily tell he was glaring menacingly at him.

"The penalty for wizards; is death!" the bear-masked one shouted with the approval of his followers.

"Oh, boy! It's been a few days since he's roasted a Guild wizard alive!" the vulture-masked one said eagerly.

"Are you related to Deadpool? " Kurt asked the vulture-masked one.

"Enough talk, wizard scum! You and your little puppy shall face your judgment by the hand of The Wizard-Jammers!" The bear masked one yelled.

"Wizard-Jammers? That is your name? What, do you guys play in a band when you're not attacking the innocent?" Kurt sarcastically asked.

"No one is innocent, wizard! Your kind have oppressed us all for far too long!" the bear-masked one shouted.

"Uh, you do know that you actually are a wizard, right?" Kurt asked.

"It takes one to kill one. After what your kind did to my family, I kill any wizard who gets in my way!" the bear-masked one shouted.

"I take it that your group is responsible for the supernatural occurrences in Midnight Village?" Kurt implied unwaveringly.

"I don't know about "supernatural", but I capture any wizard that comes through here, burn them alive, and leave their charred bodies for the townspeople to find. Whatever they think, it's on them, but I'm slowly purging the world of dark wizards like you!" the bear-masked one said sadistically.

"You really are sick, and I'm really done talking." Kurt said as he disappeared in a puff of blue smoke, much to their shock.

"How did he do that?!" the ox-masked one asked fearfully.

"That's impossible! He can't use Teleportation Magic with his hands bound to the tree like that!" the rhino-masked one added, stunned.

"Well, it's a good thing I don't need magic to teleport." Kurt said from behind.

The Wizard-Jammers all turned to see Kurt and a newly feed Azure, much to their shock that he had freed her so easily. Kurt gave Azure a nod and she transformed into her wolf form while Kurt removed his Glamour Ring and revealed his true form to the group. This new situation startled the Wizard-Jammers deeply.

"He's a demon wizard?!" the tiger-masked one shrieked girlishly.

"Talk about luck! I get to bathe in the blood of a demon tonight!" the vulture-masked one said sadistically.

"Actually, I'm not a demon." Kurt said as dark blue magic seals appeared to engulf his arms in shadows, "I'm a mutant!"

Kurt unleashed a **Shadow Cyclone** from his arms, which sent the Wizard-Jammers careening back into the trees. Azure assisted by summoning her own dark blue magic seal and unleashing one of her roars. The sudden attack caused the bright light to disappear, once again leaving them in darkness.

"Retreat!" the leader said as the Wizard-Jammers ran off into the woods. Kurt would have pursued, but he needed to inform the villagers on his encounter with them. With that in mind, Kurt carried the puppy-sized Azure back to their campsite.

**Midnight Village 8:30 AM**

After awakening, Kurt and Azure arrived at Midnight Village, and were shocked to see its glory. It was almost as big as a city with numerous plant life surrounding the large homes and buildings in the village. Still, that paled in comparison to the size of the village chief's home, which towered over the village by at least three stories. Kurt knocked on the door, and the chief's aide greeted him.

The chief's aide was a rather rotund man with a small tuft of blond hair on his head and wearing a pair of sunglasses. He wore a red tuxedo with matching pants and black shoes. He appeared to be out of breath as he started wheezing in your presence.

"Hello…wizard. I…am…Dante, the chief's aide. He'll… see you… now." Dante wheezed out before collapsing, breaking his own sunglasses in the process.

Kurt and Azure awkwardly walked around the unconscious Dante, and managed to get inside. The chief's home was immaculate. It had a large fountain in the middle of the lobby and numerous potted plants surrounding the sides. It even had numerous servants running around in all directions, all of them wearing a butler's outfit. Kurt and Azure managed to escape the chaos and reach the elevator at the end of the lobby. Kurt pushed the button, waited for the elevator, and entered it with Azure. He pushed the third floor button and the two waited as the elevator took them to the third floor, playing classic elevator music.

'_It's like this horrible music is universal._' Kurt mused as the elevator took them to the third floor.

**Village Chief's Home 8:35 AM**

The elevator stopped at the third floor, Kurt, and Azure walked out to see a giant room where the only thing in it was a large desk and red chair facing backwards and a wooden chair in front of it. Suddenly, the door on the left side of the elevator opened and out came the village chief. He was a dark skinned slender man with short black hair and blue eyes. He wore a navy blue suit with matching pants and brown shoes.

"Terribly sorry, but I had other things to do today." The village chief said as he ran back to his desk to sit in his chair, only for him to reveal himself "dramatically" to Kurt and Azure.

"Welcome to my home! I am the village chief, Garnet. Please, take a seat." Garnet said, causing Kurt and Azure to sweat drop in confusion.

"Uh, sure." Kurt said as he awkwardly took the wooden chair while Azure laid on the floor next to him.

"Now, I'm sure you'd like to know the exact details on what exactly is going on here." Garnet said.

"I already know; there've been mysterious burnt bodies appearing in the village for the past five years, right?" Kurt said.

"Yes, exactly. How did you know?" Garnet inquired.

"My dog and I got kidnapped by the ones that have been doing it last night, but I managed to escape from them." Kurt explained.

"Amazing! So, it hasn't been happening because of some supernatural force, just by a group of rouge wizards?" Garnet implied.

"Actually, wizard; singular. The others didn't seem to use any magic, but have you ever heard of the Wizard-Jammers?" Kurt asked.

"No. Why, are they a band?" Garnet asked curiously.

"Far from it. That's the name of the group that's been doing it." Kurt explained.

"Well, that wraps everything up. We will send a warrant for their arrest and we will be out of your hair. Thank you; I'll give you your reward of two million…" Garnet said, before Kurt interrupted him.

"With all due respect Chief Garnet, the Wizard-Jammers all wore masks and the only thing I know about them is that there are five of them, one of them is a fire wizard, and one of them is a girl. That is not enough to ensure their arrest. I would like to catch them in a trap, with your permission of course." Kurt requested.

"Well, this is a surprising turn of events. I suppose it does not make any sense to warrant the arrest of someone in disguise. Very well; if that's what you wish, you have my full support." Garnet replied as he shook Kurt's hand in agreement.

"I won't let you down." Kurt said confidently when they stopped shaking hands.

"I'm counting on it. So, what is your plan?" Garnet asked.

"Alright, here it is..."

**Midnight Village Forest 9:45 PM**

The night descended onto the village, and it looked even more beautiful in the moonlight. Kurt and Azure ventured off into the woods to find the Wizard-Jammers. They continued well into the night, and discovered their hiding place. It was located at the mouth of a small cave where they made their campsite with actual tents and sleeping bags, still clad in their robes and masks. The night made Kurt invisible to them since he removed his Glamour Ring after entering the forest, away from prying eyes.

He observed them while he had Azure safely tucked away in his arms. He took notice on all of their appearances when they removed their masks. The ox-masked one had short black hair, tan skin, and gray eyes. The vulture-masked one had brownish-gold hair tied up in a hippie ponytail, dark skin, and brown eyes. The tiger-masked one had bright orange hair tied up in pigtails, light skin, and purple eyes. The rhino-masked one had purple hair, albino skin, and red eyes. The leader, the one with the bear mask, had short red hair, light skin, and green eyes.

"I still can't believe we got bested by a wizard!" the black haired man yelled incredulously.

"Pipe down, Gary! We don't want anyone to find us!" the orange haired girl admonished.

"I hate it when you two flirt, Kyrie." The purple haired man said.

"Yeah, Zeke. It makes me want to gut you guys for that," the brownish-gold haired man said sadistically.

"Quiet Jay! We need to stay in cover." The red haired man admonished.

"Yes sir, Boss Jason!" they all cried out.

Suddenly, the light in their campfire burnt out, leaving them in complete darkness. Before they could react, they heard a sinister cackling coming from the woods. Jason attempted to summon his fire magic, but he realized that rope bound his hands together. Then, the cackling stopped and out came Kurt's voice.

"You should have known better than to tangle with a mutant." Kurt said menacingly.

Without warning, Gary screamed and disappeared into the woods, leaving the Wizard-Jammers very afraid. Before anyone else could react, Kyrie, Zeke, and Jay all followed suit, leaving only Jason untouched and scared out of his mind.

"Who's there?!" Jason yelled fearfully.

"You don't remember? I am hurt. After all, you did try to kill me last night." Kurt said as he began to cackle manically.

"Show yourself!" Jason yelled into the woods.

Suddenly, Jason felt a familiar cloth over his mouth and struggled to remove it. With his bound hands, he did not have enough time to remove it. He felt his mind go dark and he fell into unconsciousness.

**Deep Midnight Village Forest 12:55 AM**

Jason awoke tied to a tree by rope while his cohorts were unconscious in a pile next to him. Jason looked around, trying to find the one who did this. He got his answer when the clouds moved away from the night sky and he saw the blue mutant from last night, mere inches away from his face. His dog was right next to him, transformed and ready to strike, if necessary.

"Well, isn't this a familiar tableau?" Kurt said sardonically.

Azure merely barked in agreement.

"What do want with me?!" Jason asked fearfully.

"Simple; I want answers, and you're going to give them to me." Kurt said.

"What makes you think I'll spill my guts?" Jason retorted.

"If you don't, I'd be more than happy to arrange that." Kurt said as his tail positioned over Jason's throat.

"What do you wish to know?" Jason asked.

"I only need one thing; why have you been doing this?" Kurt asked.

"Because wizards took my family away from me!" Jason yelled, sobbing madly.

"So, that gives you the right to play God and kill whatever wizard gets in your way?" Kurt accused.

"You don't understand what they put me through!" Jason shouted.

"I get that you miss your family, but don't you see? You have turned into the exact same monsters that took your family away from you. You have been killing like this for five years!" Kurt retorted.

"No! There were others!" Jason cried out.

"What are you talking about?" Kurt asked.

"I've been doing this for the past _**twelve **_years! My wife was murdered and they took my only child away from me twelve years ago! They wanted to resurrect Zeref! I'll always remember my daughter; she had her mother's eyes." Jason said, tears streaming down his face.

"So, why haven't you been caught before until you reached Midnight Village?" Kurt asked, inwardly feeling sorry for him.

"Don't you see? I wanted to face justice! After twelve years of countless murders, I wanted it to end! I knew that if I harassed a village so close to a Guild, I knew that it was only a matter of time before they sent a wizard after me. I only wish it didn't take five years for that to happen." Jason said remorsefully.

"Wait, what about what Jay said when you captured me?" Kurt asked, "He said it was a few days since you roasted a Guild wizard alive."

"Well, there were other wizards who were passing through, not investigating Midnight Village. In retaliation, I kidnapped them and burned them alive for not trying to bring us to justice. When I saw you, I thought you were one of them." Jason explained.

"I see; you need some professional help." Kurt said tersely.

"Believe me, I'm sane. I just want to spend the rest of my life behind bars, please." Jason begged.

Kurt stared at him the entire time they were conversing. The entire time, Jason told no lies. Kurt knew the signs of even the most experiences liars from Logan's training, and Jason showed none of them. After finishing, Kurt removed his tail from Jason's throat and slashed his rope bindings, much to Jason's surprise.

"I don't understand; why are you just letting me go?!" Jason asked incredulously.

"Because, I wanted to bring you to justice when I thought you were insane. However, now that I see you for the man you really are, you are pathetic, sad, and empty inside. There is no harsher punishment than letting you continue to serve your sentence, in a prison of your own making." Kurt explained.

"No! You can't!" Jason begged.

"I can." Kurt replied.

"But, what about the reward?!" Jason bargained.

"The job was to discover the cause of the supernatural occurrences, and I succeeded. Besides, you'll never be able to do this again." Kurt elucidated.

"What do you mean by that?" Jason asked.

"It means that I already sent out a picture to the Rune Knights using one of the cameras the villagers gave me." Kurt said, holding up the camera with his right hand, "Which means, you'll be hunted down like the animals you are. There will be no escape and you will face justice for your crimes, eventually."

"That's all I ever wanted for twelve years; thank you." Jason said as he took his unconscious cohorts away.

"Still, that doesn't mean I won't let you go if I see you again." Kurt said as he watched Jason walk away.

"I wouldn't dream of it any other way. Still, how will you explain it to the villagers?" Jason asked, stopping to look back.

"Don't worry, I already told them that this might happen. They'll understand, I'll get my reward, and you get to live out the rest of your days as a wanted criminal." Kurt explained.

Without a word, Jason departed with the rest of the Wizard-Jammers, leaving Kurt and Azure free to return to the village and tell them the good news. If they had stayed, they might have noticed Jason pulling out a gold locket from underneath his robes.

'I promise I'll see you and your mother again,' Jason softly whispered as he opened the locket to reveal a picture of a seven-year-old girl with red hair and brown eyes standing next to her parents, 'my Erza.'

**Midnight Village 8:30 AM**

After explaining, the situation to the villagers and them explaining the Rune Knights were already on their way to capture the Wizard-Jammers, Kurt and Azure celebrated with the villagers in a very extravagant banquet in the village square. They served numerous foods for a wide selection of palettes, but Kurt was glad to see some chicken at the table and enjoyed every bite. At the end of the banquet, Mayor Garnet taped his glass to get everyone's attention.

"My people, today we are free from the supernatural occurrences, thanks to this young man and his loyal dog. We are proud to bestow unto him his reward of two million jewels. My people, rejoice!" Garnet said as the villagers shouted in agreement.

"Thank you sir." Kurt said sheepishly.

"Also, I have another announcement. As a token of our gratitude, I would also like to give you, this." Garnet said as Dante brought Kurt a long case.

When Kurt opened the case, he saw a katana, about the same size as Totomaru's, even with the same color case. He unsheathed it and instead of a silver color, the blade was pure black, and it strangely had a good vibe to it.

"What is this?" Kurt asked.

"That, Kurt Wagner, is the "Shadow Blade"." Garnet explained, "When our town was built, a swordsman used this exact sword to create our village. He focused his Shadow Magic into it and forged our village to a level that no other tool could ever do. Now, it is yours."

"Thank you. I am honored by your gift." Kurt said gratefully, even bowing his head.

"Think nothing of it. It is the least we can do. Now, let's all have a good time!" Garnet cheered as they continued their revelry well into the day. After finishing, Kurt bid farewell to the villagers and teleported back to the Guild along with Azure and his rewards in a puff of blue smoke.

All the while, Kurt was unaware of Jason and the rest of the Wizard-Jammers looking down onto them from a nearby cliff, before leaving in silence.

**Fairy Tail Guild 12:30 PM**

After returning, the rest of Team Xavier greeted Kurt and Azure enthusiastically. From there, Kurt told them of his mission, and they could hardly believe it. However, Kurt had left out what really happened to the Wizard-Jammers, sticking with the story that he got their pictures and left them alone.

Despite that, they all welcomed him back and praised him for completing his first solo mission and got paid for it with an added bonus. However, his new sword captured most of Erza's attention.

"So, what does this sword do exactly?" Erza asked.

"The village chief said that it can focus Shadow Magic, so I guess it's useful. I'm looking forward to what I can do with it." Kurt said excitedly.

"Yeah! I can't wait for us to fight now that you have a sword!" Natsu said enthusiastically.

"Don't you ever think of anything else, flame-brain?" Gray asked, exasperated.

"Oh, yeah? Well I bet that I can take you on right now, ice prick!" Natsu retorted.

"Just try it, pyro!" Gray countered.

"No fighting!" Erza said as she broke them up.

"Aye!" Natsu and Gray said fearfully.

"That's my line!" Happy yelled.

"It's always your line." Lucy said sardonically.

"It's great to be back." Kurt mused while Azure barked in agreement.

**AN: So, this chapter was not as long as I expected it to be, but let's recap anyway. I was remembering the 90's X-Men show and I remembered Cyclops' father, Corsair. I could not resist putting something like him in my story, so I created the Wizard-Jammers. It was somewhat obvious if you are a huge Marvel fan; the name is a dead giveaway. Do not worry; they are not throwaway characters and they will reappear after the Tower of Heaven arc and Jason is going to have a major impact on Erza when she meets him.**

**Also, Kurt isn't one to hold a grudge, which is why he is very forgiving towards Team Shadow Gear for what happened to Azure. I mean, he knows his mother is Mystique and that she abandoned him, but he doesn't hate her. A person like that is someone who forgives easily.**

**Next, Kurt's sword. I decided to put Kurt's use of swords from the comics into my story because it is going to come in handy for him later on. In addition, now he has a cool sword that can channel his Shadow Magic. It is not going to make him too OP, but it will help in more difficult battles. ****In addition, I plan to have one more one-shot before getting into my original arc, just be patient. I mentioned earlier that I would bring them in, and I am going to deliver next time.**

**So, rate, review, and I'll be back with an update as soon as I can. **

**Next time – Ch 15: We Wish You a Bamfy Christmas **


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